HomeMy WebLinkAbout11.20.23 CC Meeting Paperless Packet Updated1
COMMON COUNCIL
MEETING AGENDA
MONDAY, NOVEMBER 20, 2023 – 6:00 P.M.
COUNCIL CHAMBERS/CITY HALL/ONE CIVIC SQUARE
1. CALL TO ORDER
2. AGENDA APPROVAL
3. INVOCATION
4. PLEDGE OF ALLEGIANCE
5. RECOGNITION OF CITY EMPLOYEES AND OUTSTANDING CITIZENS
a. Presentation of the Range Line Pioneer Award to Mo Merhoff
b. Proclamation Celebrating Hindu American Awareness and Appreciation Month
6. RECOGNITION OF PERSONS WHO WISH TO ADDRESS THE COUNCIL
7. COUNCIL AND MAYORAL COMMENTS/OBSERVATIONS
8. CONSENT AGENDA
a. Approval of Minutes
1. October 16, 2023 Regular Meeting
2. October 24, 2023 Special Meeting
3. November 2, 2023 Special Meeting
b. Claims
1. General Claims $2,393,640.51
2. Retirement $107,695.97
3. Wire Transfers $4,528,869.74
9. ACTION ON MAYORAL VETOES
10. COMMITTEE REPORTS
a. Finance, Utilities and Rules Committee
b. Land Use and Special Studies Committee
c. All reports designated by the Chair to qualify for placement under this category.
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11. OTHER REPORTS – (at the first meeting of the month specified below):
a. Carmel Redevelopment Commission (Monthly)
b. Carmel Historic Preservation Commission (Quarterly – January, April, July, October)
c. Audit Committee (Bi-annual – May, October)
d. Redevelopment Authority (Bi-annual – April, October)
e. Carmel Cable and Telecommunications Commission (Bi-annual – April, October)
f. Economic Development Commission (Bi-annual – February, August)
g. Library Board (Annual – February)
h. Ethics Board (Annual – February)
i. Public Art Committee (Annual – August)
j. Parks Department (Quarterly – February, May, August, November)
k. Presentation from Bike Carmel
l. All reports designated by the Chair to qualify for placement under this category.
12. OLD BUSINESS
13. PUBLIC HEARINGS
a. First Reading of Ordinance D-2685-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Authorizing and Approving an Additional Appropriation of
Funds from the Operating Balance of the General Fund to the 2023 Carmel Fire
Department Budget; Sponsor: Councilor Rider.
Synopsis:
This ordinance appropriates funds to the 2023 Carmel Fire Department budget that were
received by the City as reimbursements for the performance of public safety functions at
public events. It also appropriates funds received from FEMA grants, participation in the
Indiana Task Force and the Hamilton County Community Opioid Prevention Efforts’
Quick Response Team to the 2023 Carmel Fire Department Budget.
b. First Reading of Ordinance D-2686-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Authorizing and Approving an Additional Appropriation of
Funds from the Operating Balance of the General Fund to the 2023 Community Relations
and Economic Development Budget; Sponsor: Councilor Rider.
Synopsis:
This ordinance appropriates $3,750 in grant funds that were received from the Indiana Arts
Commission.
c. First Reading of Ordinance D-2687-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Authorizing and Approving an Appropriation of Funds from the
Non-Reverting Carter Green Ice Rink Fund (Fund #922); Sponsor: Councilor Rider.
Synopsis:
Appropriates fees collected from the Carter Green ice skating rink to pay for ice rink
operating expenses for the 2023-24 skating season.
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d. First Reading of Ordinance Z-684-23; An Ordinance of the Common Council of the City
of Carmel, Indiana, Rezoning 154 W. Carmel Drive to the C1/City Center District;
Sponsor: Councilor Aasen
Synopsis:
This ordinance rezones 3.3 acres located at the northeast corner of Carmel Drive
and the Monon Greenway to the C1/City Center District.
e. First Reading of Ordinance Z-685-23; An Ordinance of the Common Council of the City
of Carmel, Indiana, Rezoning 988 3rd Avenue SW to the C1/City Center District; Sponsor:
Councilor Aasen
Synopsis:
This ordinance rezones 5.5 acres located at the northeast corner of 3rd Avenue SW and
Gradle Drive to the C1/City Center District.
f. First Reading of Ordinance Z-686-23; An Ordinance of the Common Council of the City
of Carmel, Indiana, Updating Owners’ Association Standards in the Unified Development
Ordinance; Sponsor(s): Councilor(s) Campbell, Aasen and Finkam
Synopsis:
This ordinance requires that owners’ associations allow changes to governing documents
relating to rental restrictions with no more than a simple majority of its owners.
14. NEW BUSINESS
a. First Reading of Ordinance D-2689-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Amending Ordinance No. D-2486-19; Sponsor(s): Councilor(s)
Aasen, Finkam and Worrell.
Synopsis:
Ordinance amends prior Ordinance No. D-2486-19 to authorize a maximum interest rate of
6% (rather than the original 5%) for bond anticipation notes of the waterworks.
b. First Reading of Ordinance D-2695-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Amending the 2024 Salary Ordinance; Sponsor: Councilor Rider.
Synopsis:
This ordinance amends the 2024 Executive branch salary ordinance by adding a new
position within the Carmel Police Department and adding On-call compensation for
certain employees of the Department of Community Services, office of Building Safety
and Code Enforcement.
c. Resolution CC-11-20-23-06; A Resolution of the Common Council of the City of Carmel,
Indiana, Regarding an Intergovernmental Transfer of Real Property; Sponsor: Councilor
Worrell.
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Synopsis:
Transfers four parcels of real property owned by the City of Carmel to the Carmel
Redevelopment Commission for a future redevelopment project.
d. First Reading of Ordinance D-2688-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Authorizing the Issuance of Economic Development Tax
Increment Revenue Bonds to Support the Gramercy Project, and Authorizing and
Approving Other Actions in Respect Thereto; Sponsor: Councilor Worrell.
Synopsis:
Ordinance authorizes the issuance of developer TIF bonds by the City of Carmel, Indiana,
to finance improvements to support the development of the Gramercy Project.
e. First Reading of Ordinance D-2690-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Authorizing the Issuance of Economic Development Tax
Increment Revenue Bonds to Support the Valentina Project, and Authorizing and
Approving Other Actions in Respect Thereto; Sponsor: Councilor Worrell.
Synopsis:
Ordinance authorizes the issuance of developer TIF bonds by the City of Carmel, Indiana,
to finance improvements to support the development of the Valentina Project.
f. Resolution CC-11-20-23-01; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving Certain Matters in Connection with the Integrated 126th Street
Corridor Economic Development Area (Amended 126th Street Allocation Area and
Proscenium II Allocation Area); Sponsor: Councilor Worrell.
Synopsis:
Resolution approves (1) a resolution of the Carmel Redevelopment Commission removing
parcels from the Amended 126th Street Allocation Area and resetting the base assessment
date for the Proscenium II Allocation Area, both of which are located within the Integrated
126th Street Corridor Economic Development Area, and (2) a related Carmel Plan
Commission resolution.
g. Resolution CC-11-20-23-02; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving Certain Matters in Connection with the North Illinois Street Economic
Development Area (Franciscan North Allocation Area); Sponsor: Councilor Worrell.
Synopsis:
Resolution approves (1) a resolution of the Carmel Redevelopment Commission resetting
the base assessment date for the Franciscan North Allocation Area within the North
Illinois Street Economic Development Area, and (2) a related Carmel Plan Commission
resolution.
h. Resolution CC-11-20-23-03; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving Certain Matters in Connection with the Michigan Road Economic
Development Area; Sponsor: Councilor Worrell.
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Synopsis:
Resolution approves (1) a resolution of the Carmel Redevelopment Commission creating
the Michigan Road Economic Development Area, designating the entirety thereof as a new
allocation area known as the Michigan Road Allocation Area, and adopting an economic
development plan for the Michigan Road Economic Development Area, and (2) a related
Carmel Plan Commission resolution.
i. Resolution CC-11-20-23-04; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving Certain Matters in Connection with the Old Meridian Economic
Development Area (Star Allocation Area); Sponsor: Councilor Worrell.
Synopsis:
Resolution approves (1) a resolution of the Carmel Redevelopment Commission creating a
new allocation area, known as the Star Allocation Area, within the Old Meridian
Economic Development Area and adopting a supplement to the economic development
plan for the Old Meridian Economic Development Area, and (2) a related Carmel Plan
Commission resolution.
j. Resolution CC-11-20-23-05; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving Certain Matters in Connection with the 111 Penn Redevelopment Area
(Penn 111 Allocation Areas); Sponsor: Councilor Worrell.
Synopsis:
Resolution approves (1) a resolution of the Carmel Redevelopment Commission
designating twelve separate allocation areas within the 111 Penn Redevelopment Area and
adopting a supplement to the redevelopment plan for the 111 Penn Redevelopment Area,
and (2) a related Carmel Plan Commission resolution.
k. Resolution CC-11-20-23-08; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving a Transfer of Funds Within the 2023 Motor Vehicle Highway Fund
Street Department Budget; Sponsor: Councilor Worrell.
Synopsis:
Transfers $1,026,900 from various line items to the Other Contracted Services line item
within the 2023 Motor Vehicle Highway Fund Street Department budget.
l. Resolution CC-11-20-23-09; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving a Transfer of Funds Within the 2023 Information & Communication
Systems (ICS) Department Budget; Sponsor(s): Councilor(s) Campbell and Aasen.
Synopsis:
Transfers $100,400.00 to cover expenses incurred in various line items within the 2023
Information & Communication Systems Department (ICS) Budget.
m. Resolution CC-11-20-23-10; A Resolution of the Common Council of the City of Carmel,
Indiana, Authorizing a Transfer of Funds Within the 2023 Carmel Fire Department
Budget; Sponsor: Councilor Worrell.
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Synopsis:
Transfers $375,000.00 from various line items into the Unscheduled Overtime line item in
the 2023 Carmel Fire Department Budget.
n. Resolution CC-11-20-23-07; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving a Transfer of Funds in the 2023 Department of Redevelopment
Budget; Sponsor: Councilor Worrell.
Synopsis:
Transfers $32,250 to cover expenses incurred in the Legal Fees line item within the 2023
Department of Redevelopment Budget.
o. Resolution CC-11-20-23-11; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving a Transfer of Funds from the Grant Fund (Fund#900) into the General
Fund (Fund#101); Sponsor: Councilor Rider.
Synopsis:
Transfers $3,750.00 in grant funds that the City of Carmel received from the Indiana Arts
Commission into the General Fund so that the grant funds can be appropriated into the
Community Relations and Economic Development Department budget.
p. Resolution CC-11-20-23-12; A Resolution of the Common Council of the City of Carmel,
Indiana, Authorizing a Transfer of Funds Within the 2023 Carmel Police Department
Budget; Sponsor(s): Councilor(s) Campbell and Aasen.
Synopsis:
Transfers $255,000.00 from the Full Time Regular and Gasoline line items into various
line items within the 2023 Carmel Police Department Budget.
q. Resolution CC-11-20-23-13; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving a Transfer of Funds Between the 2023 Department of Community
Services Budget and the Non-Reverting Carmel Historic Preservation Fund (#507);
Sponsor(s): Councilor(s) Campbell and Aasen.
Synopsis:
Transfers funds from the 2023 Department of Community Services Budget into the Non-
Reverting Carmel Historic Preservation Fund (#507).
r. Resolution CC-11-20-23-14; A Resolution of the Common Council of the City of Carmel,
Indiana, Approving a Transfer of Fuds Between the 2023 Department of Community
Services Budget and the Non-Reverting Sidewalk Program Fund (Fund #925); Sponsor(s):
Councilor(s) Campbell and Aasen.
Synopsis:
Transfers $8,636.20 from the 2023 Department of Community Services budget into the
Non-Reverting Sidewalk Program Fund (Fund #925).
s. First Reading of Ordinance D-2691-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Designating the Caperton-Carter House Historic District Located
at 35 and 39 Maplecrest Drive; Sponsor: Councilor Aasen.
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Synopsis:
Designates a historic district consisting of the Caperton-Carter House property, located at
35 and 39 Maplecrest Drive.
t. First Reading of Ordinance D-2696-23; An Ordinance of the Common Council of the
City of Carmel, Indiana, Adding Chapter 8, Article 4, Section 8-44 to the Carmel City
Code; Sponsor(s): Councilor(s) Worrell, Aasen, Rider and Hannon.
Synopsis:
Establishes a speed limit of 20 miles per hour within roundabouts.
15. AGENDA ADD-ON ITEMS
16. OTHER BUSINESS
17. ANNOUNCEMENTS
18. ADJOURNMENT
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COMMON COUNCIL 3
MEETING MINUTES 4
MONDAY, OCTOBER 16, 2023 – 6:00 P.M. 5
COUNCIL CHAMBERS/CITY HALL/ONE CIVIC SQUARE 6
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8 MEETING CALLED TO ORDER 9 10 Council President Jeff Worrell; Council Members: Laura Campbell, Sue Finkam, Anthony Green, Kevin 11 D. Rider, Adam Aasen, Timothy Hannon, Miles Nelson, Teresa Ayers and Deputy Clerk Jacob Quinn 12
were present. 13
14 Council President Worrell called the meeting to order at 6:00 p.m. 15 16 AGENDA APPROVAL 17
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The agenda was approved unanimously. 19 20 INVOCATION 21 22
Pastor John Newton, Northview Church, delivered the Invocation 23
24 Councilor Campbell led the Pledge of Allegiance. 25 26 RECOGNITION OF CITY EMPLOYEES AND OUTSTANDING CITIZENS 27
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There were none. 29 30 RECOGNITION OF PERSONS WHO WISH TO ADDRESS THE COUNCIL 31 32
Steve Immel stated that he has concerns about closing 146th and Allisonville being closed as well as 146th 33
for construction for the next few years. How much traffic can we take at 146th and River Road? 34 35 COUNCIL AND MAYORAL COMMENTS/OBSERVATIONS 36 37
Councilor Finkam updated that public that she has been meeting with state lawmakers to try and alleviate 38
the action taken by the General Assembly which is diverting millions of dollars to Fishers. 39 40 CONSENT AGENDA 41 42
Councilor Rider moved to approve the consent agenda. Councilor Campbell seconded. There was no 43
Council discussion. Council President Worrell called for the vote. The motion was approved 9-0. 44 45
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a. Approval of Minutes 46 47 1. October 4, 2023 Regular Meeting 48 49 b. Claims 50
51 1. General Claims $2,049,332.81 52 2. Wire Transfers $2,555,871.99 53 54 ACTION ON MAYORAL VETOES 55 56 There were none. 57 58 COMMITTEE REPORTS 59 60
Council President Worrell reported that the Finance, Utilities and Rules Committee had not met. 61 62 Councilor Campbell stated that the Land Use and Special Studies had met and discussed Ordinance Z-63 683-23 and the item remains in committee. 64 65 OTHER REPORTS – (at the first meeting of the month specified below): 66 67 Henry Mestetsky, Executive Director of the Carmel Redevelopment Commission, presented the monthly 68 Redevelopment Commission report. 69 70
Henry Mestetsky reported that the Redevelopment Authority met once in the past 6 months. The building 71 that MJ Insurance was sold. Part of the original deal for the project was that there are guarantors in place 72 for every building in Midtown and when a building is sold, they vet the financials and get a replacement 73 guarantor to sign on all the issues related to the project. The Authority met and approved this action. 74 75
The City Council received a presentation from the Carmel Police Department Crisis Intervention Unit and 76 how that program works. 77 78 OLD BUSINESS 79 80
Council President Worrell announced the Fourth Reading of Ordinance Z-683-23; An Ordinance of the 81 Common Council of the City of Carmel, Indiana, Establishing the Conner Prairie Innovation District 82 Planned Unit Development District; Sponsor: Councilor Aasen. Item remains in the Land Use and Special 83 Studies Committee. 84 85
Council President Worrell announced the Second Reading of Ordinance D-2678-23; An Ordinance of 86 the Common Council of the City of Carmel, Indiana, Establishing the Appropriations for the 2024 Budget. 87 Councilor Aasen stated that he was glad to see support for the arts intact in the budget and that he hoped 88 moving forward with the new administration that the City prioritizes needs over wants. Councilor Aasen 89 also stated he was not in favor of funding a staff person for a second All Things Carmel store. Councilor 90
Hannon moved to amend Ordinance D-2678-23 be removing funding ($100,000) for the second All 91
Things Carmel store on line item 4359300. Councilor Green seconded. Councilor Finkam stated she was 92 in favor of the amendment and thanked the Mayor and City staff for tightening the budget. She also stated 93 she was happy to see 5 police officers added to the budget. Councilor Finkam also noted that Carmel has 94 the second highest rainy-day fund in the State of Indiana. Council President Worrell called for the vote. 95
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The motion to amend was approved 9-0. Councilor Rider moved to approve Ordinance D-2678-23 As 96 Amended. Councilor Finkam seconded. There was no Council discussion. Council President Worrell 97 called for the vote. Ordinance D-2678-23 As Amended was approved 9-0. 98 99 Council President Worrell announced the Second Reading of Ordinance D-2679-23; An Ordinance of 100
the Common Council of the City of Carmel, Indiana, Fixing Salaries of Appointed Officers and 101 Employees of the Carmel City Clerk for the Year 2024. Councilor Finkam moved to approve Ordinance 102 D-2679-23. Councilor Rider seconded. There was no Council discussion. Council President Worrell called 103 for the vote. Ordinance D-2679-23 was approved 9-0. 104 105
Council President Worrell announced the Second Reading of Ordinance D-2680-23; An Ordinance of 106 the Common Council of the City of Carmel, Indiana, Fixing Salaries of Appointed Officers and 107 Employees of the Carmel City Court for the Year 2024. Councilor Finkam moved to approve Ordinance 108 D-2680-23. Councilor Rider seconded. There was no Council discussion. Council President Worrell called 109 for the vote. Ordinance D-2680-23 was approved 9-0. 110
111 Council President Worrell announced the Second Reading of Ordinance D-2681-23; An Ordinance of 112 the Common Council of the City of Carmel, Indiana, Fixing Salaries of Appointed Officers and 113 Employees of the City of Carmel, Indiana, for the Year 2024. Councilor Finkam moved to approve 114 Ordinance D-2681-23. Councilor Rider seconded. There was no Council discussion. Council President 115
Worrell called for the vote. Ordinance D-2681-23 was approved 9-0. 116 117 Council President Worrell announced the Second Reading of Ordinance D-2682-23; An Ordinance of 118 the Common Council of the City of Carmel, Indiana, Fixing Salaries of Elected Officials of the City of 119 Carmel, Indiana, for the Year 2024. Councilor Finkam moved to approve Ordinance D-2682-23. 120
Councilor Campbell seconded. There was no Council discussion. Council President Worrell called for the 121 vote. Ordinance D-2682-23 was approved 9-0. 122 123 PUBLIC HEARINGS 124 125
Council President Worrell announced the First Reading of Ordinance D-2677-23; An Ordinance of the 126 Common Council of the City of Carmel, Indiana, Vacating Portions of Northridge Subdivision, Broadway 127 Avenue and East 104th Street. Councilor Campbell moved to introduce the item into business. Councilor 128 Nelson seconded. Councilor Green introduced the item to Council. Andrew Wert, Church Church Hittle + 129 Antrim, presented the item to Council. Council President Worrell opened the public hearing at 6:50 p.m. 130
131 Seeing no one who wished to address Council, Council President Worrell closed the public hearing at 132 6:51 p.m. Councilor Rider moved to suspend the rules and act on this tonight. Councilor Finkam 133 seconded. There was no Council discussion. Council President Worrell called for the vote. The motion 134 was approved 9-0. Councilor Rider moved to approve Ordinance D-2677-23. Councilor Nelson seconded. 135
There was no Council discussion. Council President Worrell called for the vote. Ordinance D-2677-23 136 was approved 9-0. 137 138 139 Council President Worrell announced the First Reading of Ordinance D-2683-23; An Ordinance of the 140
Common Council of the City of Carmel, Indiana, Authorizing and Approving an Appropriation of Funds 141
from the ARP Coronavirus Local Fiscal Recovery Fund (Fund #176). Councilor Campbell moved to 142 introduce the item into business. Councilor Nelson seconded. Jon Oberlander, Corporation Counsel, 143 presented the item to Council. Council President Worrell opened the public hearing at 6:53 p.m. 144 145
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Seeing no one who wished to address Council, Council President Worrell closed the public hearing at 146 6:53:34 p.m. Councilor Rider moved to suspend the rules and act on this tonight. Councilor Aasen 147 seconded. There was no Council discussion. Council President Worrell called for the vote. The motion 148 was approved 9-0. Councilor Rider moved to approve Ordinance D-2683-23. Councilor Finkam seconded. 149 There was no Council discussion. Council President Worrell called for the vote. Ordinance D-2683-23 150
was approved 9-0. 151 152 NEW BUSINESS 153 154 Council President Worrell announced Resolution CC-10-16-23-01; A Resolution of the Common Council 155
of the City of Carmel, Indiana, to Limit the Rate for Taxes Payable in 2024 and Authorize Necessary 156 Temporary Borrowing Among City Funds. Councilor Ayers moved to introduce the item into business. 157 Councilor Rider seconded. Councilor Ayers introduced the item to Council. Curt Coonrod, C.L. Coonrod 158 and Co., presented the item to Council. This resolution does three things: First it allows the City 159 Controller to use cash flow from one fund to over the cash flow of another fund from time-to-time 160
provided funds are made whole by the end of the year. Secondly, it advises the DLGF when it approved 161 the budget to set the tax rate for 2024 at the same rate it was for 2023. Lastly, it authorizes the City to file 162 a petition with DLGF to increase the levy of the City above the normal limit set by statute on two grounds. 163 The first ground being that the city had a shortfall in collections in 2022. The second ground would be that 164 legislation passed by the General Assembly that shifts revenue from Carmel to Fishers creates an 165
emergency for the City and on the grounds this exist, it asks the DLGF to increase the levy limit by the 166 amount of revenue lost. Councilor Finkam moved to amend Resolution CC-10-16-23-01 to strike 167 notwithstanding Sections 2 and 5 hereinabove on lines 102 and 103. Councilor Rider seconded. There was 168 no Council discussion. Council President Worrell called for the vote. The motion was approved 9-0. 169 Councilor Hannon moved to approve Resolution CC-10-16-23-01 As Amended. Councilor Finkam 170
seconded. There was no Council discussion. Council President Worrell called for the vote. Resolution 171 CC-10-16-23-01 As Amended was approved 9-0. 172 173 Council President Worrell announced the First Reading of Ordinance D-2684-23; An Ordinance of the 174 Common Council of the City of Carmel, Indiana, Amending the 2023 Salary Ordinance. Councilor Rider 175
moved to introduce the item into business. Councilor Nelson seconded. Councilor Rider introduced the 176 item to Council. Mike Hollibaugh, Director of Community Services, presented the item to Council. He 177 explained that by amending this years salary ordinance, a few members of his staff can be paid for the 178 work they are doing. Councilor Finkam moved to suspend the rules and act on this tonight. Councilor 179 Rider seconded. There was no Council discussion. Council President Worrell called for the vote. The 180
motion was approved 9-0. Councilor Finkam moved to approve Ordinance D-2684-23. Councilor Rider 181 seconded. There was no Council discussion. Council President Worrell called for the vote. Ordinance D-182 2684-23 was approved 9-0. 183 184 ADJOURNMENT 185
186 Council President Worrell adjourned the meeting at 7:15 p.m. 187 188 Respectfully submitted, 189 190
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Sue Wolfgang, Clerk 192 193 Approved, 194 195
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196 ____________________________________ 197 Jeff Worrell, Council President 198 ATTEST: 199 200
201 __________________________________ 202 Sue Wolfgang, Clerk 203
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COMMON COUNCIL 1
SPECIAL MEETING MINUTES 2
3 TUESDAY, OCTOBER 24, 2023 – 7:00 P.M. 4
COUNCIL CHAMBERS/CITY HALL/ ONE CIVIC SQUARE 5
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7
MEETING CALLED TO ORDER 8
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Council President Jeff Worrell, Council Members: Laura Campbell, Tony Green, Teresa Ayers, 10
Kevin Rider, Adam Aasen, Miles Nelson, Timothy Hannon, Sue Finkham and Deputy Clerk 11
Jessica Komp were present. 12
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Council President Jeff Worrell called the meeting to order at 7:00 P.M. 14
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INVOCATION 16
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Council Chaplain Kevin Rider delivered the Invocation. 18
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Councilor Ayers led the Pledge of Allegiance. 20
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RECOGNITION OF PERSONS WHO WISH TO ADDRESS THE COUNCIL 22
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Steve Baughman, of the Overlook at Legacy neighborhood, addressed the Council. Mr. 24
Baughman has attended every meeting that he was able to over the last year and a half in regard 25
to the Connor Prairie PUD. Although he is not sure what the final decisions will be, he believes 26
that some issues have been worked out that will help his neighborhood. Steve will continue to 27
stay involved as the project develops and hopes that issues that could affect home values and 28
quality of life for those in his neighborhood will not happen. 29
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Jim Roehrdanz, President of the Overlook Homeowners’ Association, addressed the Council. 31
Mr. Roehrdanz has previously spoken with the Plan Commission and the Common Council 32
regarding the Connor Prairie PUD. He thanked Connor Prairie for their willingness to work with 33
the Overlook HOA on issues concerning the neighborhood, and he said that they have worked on 34
some productive aspects, such as landscaping. He looks forward to continuing a productive 35
dialogue as the project progresses with both Connor Prairie, and with the City of Carmel, if 36
necessary, if either visual or audible issues arise. The Overlook HOA appreciates the extensive 37
efforts of members of the Council and Plan Commission to refine the final draft of this project. 38
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40 COUNCIL AND MAYORAL COMMENTS/OBSERVATIONS 41
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There were none. 43 44 45
46 OLD BUSINESS 47 48 a. Fifth Reading of Ordinance Z-683-23; An Ordinance of the Common Council of 49
the City of Carmel, Indiana, Establishing the Conner Prairie Innovation District 50
Planned Unit Development District; Sponsor: Councilor Aasen. Remains in the 51 Land Use and Special Studies Committee. 52 53 Synopsis: 54
Ordinance Establishes the Conner Prairie West Innovation District Planned Unit 55
Development Ordinance (the “Conner Prairie PUD”). The Ordinance would rezone 56 the real estate from S-1 Residential and Legacy PUD (Ordinance Z-501-07) to a 57 Planned Unit Development district allowing the expansion of the Conner Prairie 58 Museum onto the site in a style and character as depicted on the attached Concept 59
Plan and Character Imagery. 60
61 Ordinance Z-683-23 was removed from committee at this meeting for discussion and a final 62 vote. President Worrell asked Corporation Counsel, Benjamin Legge, to go through each of the 63 red-line items in the most recent versions of the agreement, highlighting each of the suggested 64 changes: 65
66 Section 4.1.B.1 – General and Professional Office 67 Reduction in the maximum square footage permitted for office space from 70,000 SF to 55,000 68 SF. 69 70 Section 4.1.B.4. – General Retail Sales 71 Reduction in retail space from 20,000 SF to 15,000 SF, and sales shall be associated with on-site 72 activities. 73 74 Section 4.2 – Districts / Zones 75
Zones may be changed in area within 150 feet of the perimeter of the zones, to allow some 76 flexibility for what may be underground. 77 78 Section 4.3.H.1. – Maximum Building Height 79 One windmill allowed, with height reduced from 75 feet to 36 feet, with no turbine. 80
81 Section 4.3.H.2. – Zone 2 82 Reduction of Land, Water & Energy Innovation Center from 3 to 2 stories, and from 52-foot 83 building height to 36-foot building height maximums 84 85 Section 4.3.H.3. – Zone 1 86 One building allowed in Zone 1, (agricultural, educational, or museum-oriented focus – 87 accessory structure only) shall be exempt from the maximum building height and shall be 88 constructed of natural materials, with no advertising or signage on it. 89 90 Section 4.3.I. – Maximum Building Area 91 The 2nd floor of the White River Education & Ecology Center shall be a maximum of 15,000 SF. 92 93 Section 4.4.C – Primary Buildings 94 The number of cabins will be limited to twenty-five (25). 95
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97 Section 5.1.E.& F- Landscaping Maintenance 98 Connor Prairie must provide necessary irrigation and watering to the landscape. All landscaping 99 will be inspected and audited at the request of the Carmel Urban Forester to confirm required 100
maintenance and replacement of all landscape included on any approved landscape plan. 101
102 Section 5.9.- Additional Landscape Screening 103 Connor Prairie will coordinate with the Legacy HOA’s to install as many as ten (10) trees and 104 twenty (20) shrubs, at the cost of Connor Prairie, in the vicinities of both the SW quadrant and 105
the NW quadrant of the River Road and Cherry Creek Boulevard round-a-bout. Coordination 106
will take place prior to the Development Plan review, and at the time of the tree installation. 107 Installation shall take place no later than the time of construction of the first building on the Real 108 Estate. After one (1) year, maintenance shall be the responsibility of the owner of the property 109 where landscape was installed. 110
111 Section 5.10. – Overlook at Legacy Landscape Enhancements 112 Connor Prairie is required to coordinate with the Legacy HOA’s in regard to the installation of 113 the River Road Buffer north of Cherry Creek Boulevard across from the Prairie at Legacy River 114 Road frontage, prior to the Development Plan review, and at the time of installation. The 115 landscaping shall be supplemented with additional evergreen trees at the rate of eight (8) per two 116
hundred (200) feet of Buffer Yard. Trees may be grouped to enhance screening as long as total 117 number required is met. The River Road perimeter of all parking areas shall be screened with 118 evergreen shrubs planted at one (1) shrub per three (3) feet of parking area. All landscaping is 119 subject to final approval by the Carmel Urban Forester. Installation of landscaping outside of the 120 Real Estate must be approved by the Legacy HOA’s. 121
122 Section 9.1.C.1 – Rights-of-Way and Access 123 Pedestrian crosswalks shall be provided on all sides of the River Road & Cherry Creek 124 Boulevard intersection. 125 126 Section 9.1.C.3. - Driveway cut 127 Driveway cut connecting into the Connor Prairie property from River Road south of Cherry 128 Creek Boulevard is not permitted. If this is desired later, Connor Prairie must come back to 129 Council for approval. 130 131 Section 9.1.H. & J. – Crosswalks & Driveway Cuts 132 All crosswalks, driveway cuts and other vehicular connections within the City’s right-of-way 133 will be coordinated with and if required, approved by the City’s Engineering Department, which 134 may impose additional requirements or conditions. The round-a-bout at Cherry Creek Boulevard 135 and River Road will include Reflective Rapid Flashing Beacon (RRFB), or the equivalent, 136
crosswalks. 137 138 Section 9.6. – Public Address Systems and Amplified Sounds 139 PA Systems will be limited to public safety messaging only. The use of amplified sound that can 140 be heard from a point no closer than the property line of residentially zoned private property 141
from Sunday to Thursday (excluding public holidays) after 8:00 p.m. is prohibited. The City 142 Noise Ordinance applies to Fridays, weekends, and holidays after 11:00 p.m. 143 144 Section 9.7. – Special Events 145 Parking shall be limited to on-site parking by Zone. Special Event parking can overflow into 146
Zone 2 if prior approval is granted by the Board of Public Works and Safety. All offsite parking 147
(outside the Real Estate) is prohibited. Special Events are limited to 36 days per calendar year 148 (reduced from 52 days). Connor Prairie must provide a minimum of 60 days’ notice (increased 149 from 14 days) to the City of Carmel DOCS and Carmel Police Department for all Special Events. 150 Special Events shall not take place between 10:00 p.m. and 7:00 a.m. from Monday to Thursday, 151
and not between the hours of 11:00 p.m. and 8:00 a.m. from Friday to Sunday. Adequate traffic 152
control and security will be provided by Connor Prairie to ensure safe and steady flow of 153 pedestrian and vehicular traffic. Special Events in Zone 2 may not exceed two (2) events in any 154 seventy-two (72) hour period, and no more than eight (8) per month. Any temporary structures 155 erected shall not exceed twenty-five (25) feet in height and shall promptly be removed upon 156
conclusion of Special Event. In Zone 2, vehicles used to shuttle guests during Special Event shall 157
be electric vehicles. 158 159 Section 10.1.B. 160 The location of outdoor event spaces shall be included on the Development Plan for the Real 161
Estate. The space design shall include sound, light and noise mitigation measures, which shall be 162
submitted as part of the Development Plan review process. 163 164 Section 10.3. – Modifications of Development Requirements (Zone Waiver) 165 The Plan Commission may, after a public hearing, grant an applicant a Zoning Waiver subject to 166 the requirements of the UDO, and any conditions by the Plan Commission. 167
168 Section 10.4. – Variance of Development Requirements 169 The BZA shall hear Variance requests from the terms of the Connor Prairie Ordinance, subject to 170 the procedures prescribed in the UDO. 171 172
Councilor Rider asked the Petitioner to speak about their thoughts on all of the changes 173 requested. Jon Dobosiewicz of Nelson & Frankenburger, legal counsel for the Petitioner, stated 174 that they are comfortable with the changes, and will work in earnest with the City of Carmel 175 legal department to produce a clean document to be signed by the Council by noon the next day. 176 (October 25, 2023) 177
178 VOTE 179 180 Councilor Rider made a motion to amend the PUD as reviewed, and to be finalized by legal. 181 Councilor Campbell seconded. There was no Council discussion. Council President Worrell 182
called for the vote. Motion to Amend approved 9-0. 183 184 Councilor Rider moved to approve Ordinance Z-683-23 as amended. There was no discussion. 185 Council President Worrell called for the vote. Motion approved 9-0. 186 187 AGENDA ADD-ON ITEMS 188 189 There were none. 190 191 OTHER BUSINESS 192 193 There was none. 194 195 ANNOUNCEMENTS. 196 197
There were none. 198
199 ADJOURNMENT 200 201 Council President Worrell adjourned the meeting at 8:03 p.m. 202
203
Respectfully submitted, 204 205 206 ___________________________________ 207
Sue Wolfgang, Clerk 208
209 210 Approved, 211 212
213
___________________________________ 214 Jeff Worrell, Council President 215 216 ATTEST: 217 218
219 ___________________________________ 220 Sue Wolfgang, Clerk 221 222
1
1
COMMON COUNCIL 2
SPECIAL MEETING MINUTES 3
THURSDAY, NOVEMBER 2, 2023 – 8:00 A.M. 4
COUNCIL CHAMBERS/CITY HALL/ONE CIVIC SQUARE 5
6 MEETING CALLED TO ORDER 7 8
Council President Jeff Worrell, Council Members: Laura Campbell, Sue Finkam, Miles Nelson, Kevin 9 Rider and Deputy Clerk Jacob Quinn were present. 10 11 Councilors Adam Aasen, Teresa Ayers, Anthony Green, Timothy Hannon were not present. 12 13
Councilor President Worrell called the meeting to order at 8:00 a.m. 14 15 CLAIMS 16 17 Councilor Rider moved to approve Claims. Councilor Nelson seconded. There was no Council 18
discussion. Council President Worrell called for the vote. Claims were approved 5-0. 19 20 1. Payroll $3,520,973.99 and $3,432,339.56 21 2. General Claims $3,168,715.73 22 3. Retirement $111,960.76 23
24 ADJOURNMENT 25 26 Council President Worrell adjourned the meeting at 8:01 a.m. 27 28
Respectfully submitted, 29 30 31 ____________________________________ 32 Sue Wolfgang, Clerk 33
34
Approved, 35 36 37 ____________________________________ 38
Jeff Worrell, Council President 39 ATTEST: 40 41 42 __________________________________ 43
Sue Wolfgang, Clerk 44
45
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 1
CITY COUNCIL NOVEMBER 2023 REPORT
REPORTING ON SEPTEMBER 2023 FINANCES
OCTOBER 2023 ACTIVITIES
STRATEGIC HIGHLIGHTS
• Construction progressing on the following projects:
o Me lange
o The Signature
o First on Main
o Magnolia
o The Muse (The Corner)
o The Wren
o The Windsor
o Republic Airways (Hamilton Crossing)
o Proscenium II
o North End
o The LOR/1933 Lounge Project
• Contract approved for “Taking Flight” roundabout art in front of library
• ATT Project Bonds closed
FINANCIAL SNAPSHOT
September Beginning Balance $ 7,713,324
September Revenues $ 125,330
September Transfers $ 90,059
September Expenditures $ 462,682
September ending Balance Without Reserve Funds $ 7,466,031
Supplemental Reserve Fund $ 3,900,498
City Center Bond Reserve $ 363,299
Midtown Bond Reserve $ 708,338
Midtown West Bond Reserve $ 482,810
September Balance With Reserve Funds $ 12,920,975
FINANCIAL STATEMENT
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 2
Financial Statement
AUGUST MONTH-END FINANCIAL BALANCE
Ending Balance without
Restricted Funds
$ 7,466,031
Ending Balance with
Restricted Funds
$ 12,920,975
SUMMARY OF CASH
For the Month Ending September 2023
DESCRIPTION ACTUAL
MONTHLY
PROJECTION VARIANCE
Cash Balance 9/1/23
1101 Cash $ 5,562,583.61 $ 5,562,583.61 -
1110 TIF $ 2,150,740.53 $ 2,150,740.53 -
Total Cash $ 7,713,324.14 $ 7,713,324.14 -
Receipts
1101 Cash $ 125,329.68 $ 152,994.89 $ (27,665.21)
1110 TIF $ - $ - $ -
Developer Payments $ - $ - $ -
Transfers to Reserves (TIF) $ - $ - $ -
Transfers to Reserves (non-TIF) $ 90,058.50 $ 98,697.50 $ (8,639.00))
Transfer to SRF $ - $ - $ -
Total Receipts $ 215,388.18 $ 251,692.39 $ (36,304.21)
Disbursements
1101 Cash $ 122,944.18 $ 41,001.71 $ 18,057.53
1110 TIF $ 339,737.50 $ 339,481.00 $ (256.50)
Total Disbursements $ 62,681.68 $ 480,482.71 $ 17,801.03
1101 Cash $ 5,655,027.61 $ 5,673,274.29 $ (18,246.68)
1110 TIF $ 1,811,003.03 $ 1,811,259.53 $ (256.50)
Cash Balance 9/30/23 $ 7,466,030.64 $ 7,484,533.82 $ (18,503.18)
Total Usable Funds $ 7,466,030.64 $ 7,484,533.82 $ (18,503.18)
($2,000,000.00)
$0.00
$2,000,000.00
$4,000,000.00
$6,000,000.00
$8,000,000.00
SEPTEMBER
MONTH END BALANCE
Actual Budget Variance
FINANCIAL STATEMENT
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 3
FUND BALANCES AND OUTSTANDING RECEIVABLES
As of month-end September 2023
RESTRICTED FUNDS
Supplemental Reserve Fund $3,900,498
City Center Bond Reserve $363,299
Midtown Bond Reserve $708,338
Midtown West Bond Reserve $482,810
Sub-total: $5,454,945
UNRESTRICTED FUNDS
TIF $1,811,003
Non TIF $5,655,028
Sub-total: $7,466,031
Total Funds $12,920,975
OUTSTANDING RECEIVABLES
N/A $ -
TOTAL OUTSTANDING RECEIVABLES $ -
STATEMENT OF CHANGES IN EQUITY
MONTH END: SEPTEMBER 2023
DESCRIPTION REVENUE EXPENSES
Total Receipts (TIF) $ 0.00
Total Receipts (Non-TIF) $ 215,388.18
Expenditures (TIF) $ 339,737.50
Expenditures (Non-TIF) $ 122,944.18
FINANCIAL UPDATE
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 4
Financial Update
TIF REVENUE AND DEBT
Estimated 2023 TIF revenue and PIATT payments available for CRC use is $33,004,655.
$0
$10,000,000
$20,000,000
$30,000,000
$40,000,000
20
1
7
20
1
8
20
1
9
20
2
0
20
2
1
20
2
2
TIF Revenue
Debt Service
DEBT PAYMENTS
Month Payment
June 2023 $15,921,642
December 2023 $16,071,526
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 5
Project Updates
CITY CENTER
Developer Partner: Pedcor Companies
Allocation Area: City Center
Use: Mixed-Use
Project Summary: Mixed Use development, multiple buildings
Figure 1 City Center Master Plan, provided by Pedcor City Center Development Company
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 6
1) Project Status – (changes noted below.)
CRC Contract Amounts:
City Center Bond: $ 16,214,875.00
2016 TIF Bond: $ 2,598,314.00 (5th Floor of Park East garage)
Site Construction Contract Amounts: $1,442,962 – Smock Fansler, contractor - Complete
Veterans Way Extension Project Amounts: $3,403,000 – Hagerman, contractor – Complete
Parcel 73 Site work: $149,600 – Smock Fansler, contractor
PROJECT USE PROJECT
DATES
DESIGN RENDERINGS PROVIDED BY PEDCOR
Veterans
Way
Garage
A five-story parking
structure with 735
parking spaces
Open to the public on
9/22/17
Completed
in
May 2017
Contract
Amt.
$13,954,68
3
Baldwin/
Chambers
A four-story building,
of approximately
64,000 square feet,
which will include
luxury apartments and
commercial retail/
office space.
Approx. 26
Apartments
Hagerman is the
contractor.
Completed
in June
2018
Pedcor
Office 5
A two-story building,
of approximately
20,000 square feet,
which will include
office space.
Start: Fall
2015
Completed
Q4 2017
Tenants have moved into the new building
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 7
Kent A three-story building,
of approximately
111,000 square feet of
luxury apartments.
Site drawings were
approved by the CRC
Architectural
Committee.
Start:
Summer
2018
Complete:
June 2021
Site Construction – Start: Spring 2018
Site Work Awarded – Spring 2018
Building Construction – Start: Summer 2018
Building Complete June 2021
- Pool and Site work is still under construction
Hamilton
(Park East
commerci
al/reside
ntial
buildings
Hamilton East: 5
ground floor
residential two-story
townhomes; 7,954 SF
of ground floor
commercial space
Hamilton West: 13,992
SF of ground floor
commercial space
Start:
Summer
2018
Hamilton East - Construction commenced: Summer 2018,
completed Summer 2019
Hamilton West – Construction commenced: Summer 2020, currently under construction
Playfair
and
Holland
A five-story building,
of approximately
178,000 square feet,
which will include 112
luxury apartments and
commercial
retail/office space.
Start:
September
2019
Complete:
Spring
2022
Approx.
112
Apartment
s
Windsor A four-story building,
of approximately
64,000 square feet.
Start:
Summer
2022
Complete:
May/June
2024
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 8
Wren A six-story building of
approximately
157,000 square feet,
which will include
luxury apartments and
commercial
office/retail space.
Start:
Summer
2020
Complete:
June 2024
Currently under construction
Note: All completion dates indicated above are per the Completion Guaranties executed between the CRC and Pedcor.
Should Pedcor miss these dates they are obligated to cover the debt obligations.
2) Council and/or CRC Action Items
ACTION ITEM CITY COUNCIL CRC
3) CRC Commitments
An overview of commitments has been uploaded to the CRC website.
Most significantly, the CRC committed to publicly bid a four-story parking garage with not less than
620 parking spaces which has been completed and is available for public use. The CRC also
commits to coordinate any significant site plan changes requested by Pedcor with City Council.
November 2023
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 9
PROSCENIUM
1) Developer Partner(s): Novo Development
Group
2) Economic Development Area: 126th Street
3) Project Summary: Mixed-use development,
multiple buildings.
1) 197 Apartments; 22 for-sale condos
2) Approx. 140,000 SF of office and retail
space
3) Approx. 450 parking spaces (public and
private)
Total project budget: $60,000,000
4) Anticipated Project Schedule
Design Start 2016
Construction Start 2018
Construction Complete 2022
Tavern Construction Start Estimated Fall 2023
Tavern Construction Complete Estimated
5) Construction Milestones: Construction is complete. Construction of the Tavern estimated to begin fall
2023.
6) Council and/or CRC Action Items
ACTION ITEM CITY COUNCIL CRC
7) CRC Commitments
No commitments by the CRC have been made.
The City will be relocating and burying Duke Energy’s transmission line and completing road
improvements adjacent to the development.
September 2022
September 2022
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 10
MELANGE
1)Developer Partner(s): Onyx + East
2)Economic Development Area: Firehouse
3)Project Summary: 45 for-sale townhomes
and approximately 12 for-sale flats
4)Total project budget: $30,000,000
5)Anticipated Project Schedule
Construction Start May 2021
Complete Estimated
December 2023
6)Construction Milestones: Construction is
underway.
7)CRC Commitments
CRC contributed land to the development of this project, relocated the CFD generator, and is funding
infrastructure, road work, and utility relocations with TIF.
8)Council and/or CRC Action Items
ACTION ITEM CITY COUNCIL CRC
Rendering
September 2023
November 2023
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 11
CIVIC SQUARE GARAGE
1) CRC Design-Build Project
2)Economic Development Area: Carmel City
Center/Carmel City Center Amendment
3)Project Summary:
- 303-space parking garage
- 255 spaces will be open to the public
- 48 spaces are reserved for owner-occupied condos
that will line the west and north sides of the garage (to
be developed as part of a future CRC project)
4)Total project budget: $9,700,000
5)Anticipated Project Schedule
Construction Start January 2022
Construction End Opened
Summer 2022
6)Construction Milestones: Garage is now open for
public use.
7)CRC Commitments
The CRC will be involved with development and construction of the parking garage
8)Council and/or CRC Action Items
ACTION ITEM CITY COUNCIL CRC
September 2022 Rendering
March 2023
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 12
FIRST ON MAIN
1)Developer Partner(s): Lauth Group, Inc.
2)Economic Development Area: Lot One
3)Project Summary:
- 310-space public parking garage
- Four-story, 73,000 SF Class-A office building with first floor restaurant space and a private rooftop terrace
- 8 condominiums
- 35 apartments
- Community gathering plaza featuring the City’s Rotary Clock
4)Total project budget: $35,000,000
5)Anticipated Project Schedule
Construction Start Fall 2021
Construction End Estimated
November 2023
6)Construction Milestones: Construction is underway.
7)CRC Commitments
CRC contributed the land for this development. Future commercial taxes from the project (TIF) are being
used to fund infrastructure improvements that may include the garage, utility relocations, and roadway
improvements.
8)Council and/or CRC Action Items
ACTION ITEM CITY COUNCIL CRC
Rendering November 2023
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 13
THE SIGNATURE
1)Developer Partner(s): Tegethoff Development and Great Lakes Capital
2)Economic Development Area: Main and Old Meridian
3)Project Summary:
- 8 owner-occupied flats/condos
- 295 luxury apartments
- 15k sf of office/retail
- 374 structured parking spaces
- Dedication of land for future street
4)Total project budget: $78,000,000
5)Anticipated Project Schedule
Construction Start November 2021
Construction End Estimated December 2023 w/ retail buildouts ongoing through
Spring 2024
6)Construction Milestones: Construction is underway.
7)CRC Commitments:
Future commercial taxes from the project (TIF) are being used to fund infrastructure improvements that
may include the garage, utility relocations, and roadway improvements.
8)Council and/or CRC Action Items
ACTION ITEM CITY COUNCIL CRC
Rendering November 2023
2023
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 14
MAGNOLIA
1)Developer Partner(s): Old Town Companies
2)Economic Development Area: Magnolia
3)Project Summary: Multi-phase development that will include six condominium buildings with five units
per building, for a total of 30 for-sale condos, and future multi-family residential on the corner of City
Center Drive and Rangeline Road.
4)Total project budget:
5)Anticipated Project Schedule
Construction Start April 2022 (Building 1)
Construction End Estimated 2025 (Buildings 4-6)
6)Construction Milestones: Construction is underway.
7)CRC Commitments: CRC contributed the land for the development of this project.
8)Council and/or CRC Action Items
ACTION ITEM CITY COUNCIL CRC
Rendering
September 2023 November 2023
2023
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 15
THE MUSE
1)Developer Partner(s): Kite Reality Group
2)Economic Development Area: The Corner
3)Project Summary: mixed-use project consisting of 278 apartments, 25,000 square feet of office/retail
space, and a free 364-space public parking garage
4)Total project budget: $69,000,000
5)Anticipated Project Schedule
Construction Start Late 2021
Construction End
Bldg A/Garage: Estimated December 2023
Bldg B: Estimated April 2024
6)Construction Milestones: Construction is underway.
7)CRC Commitments
Future commercial taxes from the project (TIF) are being used to construct the public parking garage,
utility relocations, and streetscape improvements.
8)Council and/or CRC Action Items
Rendering November 2023
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 16
HAMILTON CROSSING
1)Developer Partner(s): Kite Reality Group and Pure Development, Inc.
2)Economic Development Area: Amended 126th Street
3)Project Summary: New home of Republic Airways. 105,000 square-foot training facility with 20
classrooms, 94 workstations, two cabin trainers, and eight flight simulators. The hotel adjacent to the
training center will be expanded to 274 rooms. 1,900 jobs brought/created with Republic alone.
4)Total project budget: $200,000,000 investment for Phase 1 and II
5)Anticipated Project Schedule
Construction Start HQ/Corporate Housing: Winter 2021 (Complete)
Garage: Winter 2022
Construction End HQ/Corporate Housing: Completed
Garage: Estimated April 2024
6)Construction Milestones: Construction is underway. Training Center is open.
7)CRC Commitments
Future commercial taxes from the project (TIF) are being used to fund infrastructure improvements that
may include the garage, utility relocations, and roadway improvements.
8)Council and/or CRC Action Items
Rendering
Rendering
November 2023
PROJECT UPDATES
November 9, 2023 CRC Report for November 20, 2023, City Council Meeting P a g e | 17
PROSCENIUM II
1) Developer Partner(s): Novo Development Group
2) Economic Development Area: Amended 126th Street
3) Project Summary: Mixed-use development
i. 120 parking spaces
ii. 48 Apartments; 7 for-sale condos
iii. Approx. 15,000 SF of office and retail space
iv. Approx. Total project budget: $18,000,000
4) Anticipated Project Schedule
Design Start 2021
Construction Start 2022
Construction Complete Estimated August 2024
5) Construction Milestones: Construction is underway.
6) Council and/or CRC Action Items
ACTION ITEM CITY COUNCIL CRC
7) CRC Commitments
No commitments by the CRC have been made.
Respectfully submitted,
Henry Mestetsky
Executive Director
Carmel Redevelopment Commission/Department
November 9, 2023
Prepared for City Council and the Redevelopment Commission
-End Report-
November 2023
SPONSOR: Councilor Rider
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 11:51 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
ORDINANCE NO. D-2685-23 1
2 AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL, 3 INDIANA, AUTHORIZING AND APPROVING AN ADDITIONAL APPROPRIATION 4 OF FUNDS FROM THE OPERATING BALANCE OF THE GENERAL FUND TO THE 5 2023 CARMEL FIRE DEPARTMENT BUDGET 6
7 Synopsis: This ordinance appropriates funds to the 2023 Carmel Fire Department budget that 8 were received by the City as reimbursements for the performance of public safety functions at 9 public events. It also appropriates funds received from FEMA grants, participation in the 10 Indiana Task Force and the Hamilton County Community Opioid Prevention Efforts’ Quick 11 Response Team to the 2023 Carmel Fire Department Budget. 12
13 WHEREAS, in 2016 the Carmel Fire Department (“CFD”) began paying its 14 firefighters directly for the public safety work they perform at special events and for emergency 15 disaster relief situations; and 16
17 WHEREAS, the group that sponsored the special event then reimburses the City for 18 firefighter hours worked during the event; and 19 20 WHEREAS, the Federal Emergency Management Agency (“FEMA”) reimburses the 21
City for firefighter hours worked in federal emergency disaster zones; and 22 23 WHEREAS, CFD also pays its firefighters directly for the public safety work they 24 perform for the Indiana Task Force and the Hamilton County Community Opioid Prevention 25 Efforts’ Quick Response Team (“QRT”); and 26
27 WHEREAS, the reimbursements and grant funds received from sponsoring groups, 28 Hamilton County and FEMA have been deposited into the City’s General Fund (#101); and 29
30 WHEREAS, CFD has received One Hundred Fourteen Thousand Twenty-Nine 31 Dollars and Nine Cents ($114,029.09) in reimbursements and grant funds from various event sponsors, 32 Hamilton County and FEMA for public safety work performed by CFD firefighters this year; and 33 34 WHEREAS, in order to pay the firefighters who participated in the public safety work 35
listed above, these funds must be appropriated from the General Fund into the 2023 CFD budget; and 36
37
WHEREAS, the General Fund currently has excess funds in the amount of One Hundred 38 Fourteen Thousand Twenty-Nine Dollars and Nine Cents ($114,029.09) in the operating balance to 39 appropriate to 2023 CFD budget line item 4112002 - Unscheduled Overtime and CFD budget lime item 40 4357001 – Training Fees Internal. 41
42 43 44
Ordinance D-2685-23 45 Page One of Three 46
SPONSOR: Councilor Rider
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 11:51 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of Carmel, 47 Indiana, that the following additional sum of money is hereby appropriated out of the General Fund 48 Operating Balance and for the purposes specified, subject to applicable laws, as follows: 49 50 $114,029.09 from the GENERAL FUND OPERATING Balances 51 52
To 53
54 Carmel Fire Department (1120): Line item 4112002 - Unscheduled Overtime $112,558.09 55 Carmel Fire Department (1120): Line item 4357001 – Training Fees Internal $1,471.00 56 57
58
This Ordinance shall be in full force and effect from and after the date of its passage, execution by 59 the Mayor. 60 61 62 63 64 65
66
67 68
69
70
71
[signature page follows] 72 73 74
75 76 77 78
79
80
81
82 83 84
85
86
Ordinance D-2685-23 87 Page Two of Three 88
SPONSOR: Councilor Rider
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 11:51 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of 89 ________, 2023, by a vote of _____ ayes and _____ nays. 90
91 COMMON COUNCIL FOR THE CITY OF CARMEL 92 93 94
___________________________________ 95
Jeff Worrell, President Laura Campbell, Vice-President 96 97 ___________________________________ ____________________________________ 98 Kevin Rider Sue Finkam 99 100
___________________________________ ____________________________________ 101 Anthony Green Adam Aasen 102 103 ___________________________________ ___________________________________ 104
Tim Hannon Miles Nelson 105
106 ___________________________________ 107 Teresa Ayers 108 109 ATTEST: 110
111 __________________________________ 112 Sue Wolfgang, Clerk 113 114
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 115
_________________________ 2023, at _______ __.M. 116 117 ____________________________________ 118 Sue Wolfgang, Clerk 119 120
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 121 ________________________ 2023, at _______ __.M. 122 123 ____________________________________ 124
James Brainard, Mayor 125
ATTEST: 126 127 ___________________________________ 128 Sue Wolfgang, Clerk 129 130
Ordinance D-2685-23 131 Page Three of Three 132
133
SPONSOR: Councilor Rider
This Ordinance was prepared by Jon A. Oberlander, Corporation Counsel, on November 8, 2023 at 11:45 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
1 ORDINANCE NO. D-2686-23 2 3 AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, 4 AUTHORIZING AND APPROVING AN ADDITIONAL APPROPRIATION OF FUNDS 5 FROM THE OPERATING BALANCE OF THE GENERAL FUND TO THE 2023 6
COMMUNITY RELATIONS AND ECONOMIC DEVELOPMENT DEPARTMENT BUDGET 7
8 Synopsis: This ordinance appropriates $3,750 in grant funds that were received from the Indiana 9 Arts Commission. 10 11 WHEREAS, in 2023, the Community Relations and Economic Development Department 12
(“CRED”) was awarded and received a total of Three Thousand Seven Hundred Fifty Dollars 13 ($3,750.00) in grant funds from the Indiana Arts Commission’s Cultural District and Community 14 Engagement Grants (the “Grant Funds”), that were transferred into the City of Carmel’s General Fund 15 (#101); and 16
17
WHEREAS, in order to expend the Grant Funds, they must be appropriated from the General 18 Fund into the 2023 CRED budget; and 19 20 WHEREAS, the General Fund currently has excess funds in the amount of Three Thousand 21 Seven Hundred Fifty Dollars ($3,750.00) in the operating balance to appropriate to CRED budget line 22
item 4359003 – Festivals/Community Events. 23 24 NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of Carmel, Indiana, 25 that the following additional sum of money is hereby appropriated out of the General Fund Operating 26
Balance and for the purposes specified, subject to applicable laws, as follows: 27
28 $3,750.00 from the GENERAL FUND OPERATING Balances 29 30 To 31 32 Community Relations (#1203): Line item 4359003 – Festivals/Community Events $3,750.00 33 34 35 36
This Ordinance shall be in full force and effect from and after the date of its passage, execution by the 37
Mayor. 38 39 40 41 42
43 44 45 Ordinance D-2686-23 46
Page One of Two 47
SPONSOR: Councilor Rider
This Ordinance was prepared by Jon A. Oberlander, Corporation Counsel, on November 8, 2023 at 11:45 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of ________, 48 2023, by a vote of _____ ayes and _____ nays. 49
50 COMMON COUNCIL FOR THE CITY OF CARMEL 51 52 53
___________________________________ 54
Jeff Worrell, President Laura Campbell, Vice-President 55 56 ___________________________________ ____________________________________ 57 Kevin Rider Sue Finkam 58 59 ___________________________________ ____________________________________ 60 Anthony Green Adam Aasen 61 62
___________________________________ ___________________________________ 63
Tim Hannon Miles Nelson 64
65 ___________________________________ 66 Teresa Ayers 67 68
ATTEST: 69 70 __________________________________ 71 Sue Wolfgang, Clerk 72
73
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 74 _________________________ 2023, at _______ __.M. 75 76 ____________________________________ 77
Sue Wolfgang, Clerk 78 79 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 80 ________________________ 2023, at _______ __.M. 81 82
____________________________________ 83 James Brainard, Mayor 84 ATTEST: 85 86
___________________________________ 87
Sue Wolfgang, Clerk 88
89 Ordinance D-2686-23 90 Page Two of Two 91 92
93
SPONSOR: Councilor Rider
This Ordinance was prepared by Jon A. Oberlander, Corporation Counsel, on 11/8/2023 at 11:36 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
ORDINANCE NO. D-2687-23 1 2 AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, 3 AUTHORIZING AND APPROVING AN APPROPRIATION OF FUNDS FROM THE NON-4 REVERTING CARTER GREEN ICE RINK FUND (FUND #922) 5 6
Synopsis: Appropriates fees collected from the Carter Green ice skating rink to pay for ice rink 7 operating expenses for the 2023-24 skating season. 8 9 WHEREAS, funds in the amount of Two Hundred One Thousand Seven Hundred Sixty Five 10 Dollars ($201,765.00) are needed to pay for ice rink operational expenses for the 2023-24 ice skating 11 season; and 12
13 WHEREAS, the Non-Reverting Carter Green Ice Rink Fund (Fund #922) has excess funds in 14 the amount of at least Two Hundred One Thousand Seven Hundred Sixty Five Dollars ($201,765.00) 15 to appropriate to Line Item 4350900 Other Cont Services. 16
17 NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of Carmel, Indiana, 18 that the following sum of money is hereby appropriated from the Non-Reverting Carter Green Ice Rink 19 Fund (Fund #922) for the purposes specified, subject to applicable laws, as follows: 20 21 $201,765.00 from the Non-Reverting Carter Green Ice Rink Fund (#922) 22 23 To 24 25 Non-Reverting Carter Green Ice Rink Fund (#922): Line Item 4350900 Other Cont Services - 26
$201,765.00 27
28 29 This Ordinance shall be in full force and effect from and after the date of its passage and 30 signing by the Mayor. 31 32
33 34 35 36
37
38 39 Ordinance D-2687-23 40 Page One of Two 41 42
43 44 45 46
47
48
SPONSOR: Councilor Rider
This Ordinance was prepared by Jon A. Oberlander, Corporation Counsel, on 11/8/2023 at 11:36 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of ________, 49 2023, by a vote of _____ ayes and _____ nays. 50
51 COMMON COUNCIL FOR THE CITY OF CARMEL 52 53 54
___________________________________ 55
Jeff Worrell, President Laura Campbell, Vice-President 56 57 ___________________________________ ____________________________________ 58 Kevin Rider Sue Finkam 59 60 ___________________________________ ____________________________________ 61 Anthony Green Adam Aasen 62 63
___________________________________ ___________________________________ 64
Tim Hannon Miles Nelson 65
66 ___________________________________ 67 Teresa Ayers 68 69
ATTEST: 70 71 __________________________________ 72 Sue Wolfgang, Clerk 73
74
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 75 _________________________ 2023, at _______ __.M. 76 77 ____________________________________ 78
Sue Wolfgang, Clerk 79 80 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 81 ________________________ 2023, at _______ __.M. 82 83
____________________________________ 84 James Brainard, Mayor 85 ATTEST: 86 87
___________________________________ 88
Sue Wolfgang, Clerk 89
90 Ordinance D-2687-23 91 Page Two of Two 92 93
94
MEMORANDUM
Date: November 9, 2023
To: Carmel City Council
From: Adrienne Keeling Re: Ordinance Z-684-23 154 W. Carmel Drive C1 Rezone
Enclosed is the information packet for the following item, including Site Location and Zoning Maps. If you have any questions, please contact me at akeeling@carmel.in.gov. Forwarded with a favorable recommendation from Carmel Plan Commission:
Ordinance Z-684-23 (Docket No. PZ-2023-00185 Z: 154 W Carmel Drive C1 Rezone)
The applicant seeks to rezone the parcel located at 154 W Carmel Drive from the I1/Industrial District within the Range Line Road Overlay to the C1/City Center District. The site is generally located at the northeast corner of Carmel Drive and the Monon Greenway. Filed by the Department of Community Services on behalf of the Carmel Plan Commission.
Proposal: Rezone 3.3 acres from the I1 Industrial District within the Range Line Road Overlay to the C1 City Center District.
Address: 154 W. Carmel Drive, Carmel, IN 46032
Parcel ID: 16-09-36-00-00-031.000
Site Location Map
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Rezone Explanation:
The purpose of this proposal is to better position the real estate for future redevelopment consistent with other
walkable mixed-use developments along the Monon Greenway, as well as the Proscenium which is located east of this site. The current building will continue to remain for the foreseeable future as there are no specific plans or a
timeline for redevelopment. Once a specific development is proposed, a public hearing for a Development Plan (DP) and ADLS will be held by the Plan Commission Hearing Officer with the same methods of public notice required for Plan Commission public hearings, including newspaper publication, letters to adjoining property owners, and a public hearing sign on the property. Any redevelopment proposal would also be subject to TAC
review and Carmel Redevelopment Commission approval.
C1 District:
The C1 District was proposed instead of C2 because of the proximity to other C1-zoned land between the Monon Greenway and Range Line Road. See an excerpt of the zoning map below.
The standards of the C1/City Center District are established in Article 2, Sections 2.33 & 2.34 of the Carmel Unified Development Ordinance. You may view the Unified Development Ordinance and Zoning Maps online
by clicking on Zoning Map & Tools in the Department of Community Services’ website: www.carmeldocs.com.
Zoning Map
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The information in this packet is arranged in the following order:
1. Proposed Ordinance Z-684-23
2. Plan Commission Certification (expires December 26, 2024)
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11/09/2023 Ordinance Z-684-23 1
Sponsor: Councilor Aasen 1 2
ORDINANCE Z-684-23 3
AN ORDINANCE OF THE COMMON COUNCIL OF THE 4 CITY OF CARMEL, INDIANA 5
___________________________________________________ 6
Rezoning 154 W. Carmel Drive to the C1/City Center District 7 8 Synopsis: 9 This ordinance rezones 3.3 acres located at the northeast corner of Carmel Drive 10 and the Monon Greenway to the C1/City Center District. 11 12 13 WHEREAS, pursuant to Indiana Code 36-7-4, the Common Council has lawfully adopted a unified 14 development ordinance, the terms of which are applicable to the geographic area consisting of the incorporated 15 area of the City of Carmel, Indiana, which unified development ordinance has been codified in Chapter 10 of 16 the Carmel City Code; and 17
18 WHEREAS, pursuant to Indiana Code 36-7-4-602 the Common Council is authorized to amend the 19 map that is part of the unified development ordinance; and 20 21 WHEREAS, the Carmel Advisory Plan Commission, on September 19, 2023, voted to favorably 22
recommend Docket No. PZ 2023-00185 Z, rezoning the Parcels illustrated and described in Exhibit A, which 23 is incorporated herein (the “Real Property”). 24 25
NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of Carmel, Indiana, 26 that: 27
Section I: That the Official Zoning Map accompanying and made part of the Unified Development 28 Ordinance is hereby changed to designate the Real Property Parcels from the I1 29 Industrial District within the Range Line Road Overlay to the C1 City Center District. 30
Section II: All prior Ordinances or parts thereof inconsistent with any provision of this Ordinance 31 are hereby repealed. 32
33 Section III: This Ordinance shall be in full force and effect from and after its passage and signing 34 by the Mayor. 35
36
11/09/2023 Ordinance Z-684-23 2
EXHIBIT A 37
PROPERTY DESCRIPTION & LOCATION MAP 38
39 Address: Legal Description Parcel Number:
154 W. Carmel Drive Carmel 46032 3.3 acres S36 / T18 / R3 16-09-36-00-00-031.000
40
41 42
11/09/2023 Ordinance Z-684-23 3
PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of ________, 2023, 43 by a vote of _____ ayes and _____ nays. 44
45 COMMON COUNCIL FOR THE CITY OF CARMEL 46 47 48 ___________________________________ 49
Jeff Worrell, President Laura Campbell, Vice-President 50
51 ___________________________________ ____________________________________ 52 Kevin Rider Sue Finkam 53 54
___________________________________ ____________________________________ 55
Anthony Green Adam Aasen 56 57 ___________________________________ ___________________________________ 58 Tim Hannon Miles Nelson 59 60
___________________________________ 61 Teresa Ayers 62 63 ATTEST: 64 65
__________________________________ 66 Sue Wolfgang, Clerk 67 68 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 69 _________________________ 2023, at _______ __.M. 70
71 ____________________________________ 72 Sue Wolfgang, Clerk 73 74 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 75
________________________ 2023, at _______ __.M. 76 77 ____________________________________ 78 James Brainard, Mayor 79 ATTEST: 80
81 ___________________________________ 82
Sue Wolfgang, Clerk 83
84 85 86 Prepared by: 87 Adrienne Keeling, Planning Administrator, One Civic Square, Carmel, IN 46032 88
89
CERTIFICATION OF THE CARMEL PLAN COMMISSION’S RECOMMENDATION ON THE PETITION TO THE CITY OF CARMEL TO AMEND THE ZONING MAP PURSUANT TO INDIANA CODE 36-7-4-605
ORDINANCE Z-684-23 154 W. Carmel Drive C-1 Rezone
I1/Industrial District to C-1/City Center District To: The Honorable Common Council Of the City of Carmel Hamilton County, Indiana
Dear Members: The Carmel Plan Commission offers you the following report on the application Docket No. PZ-2023-00185 Z - petitioning to the parcel located at 154 W Carmel Drive from the I1/Industrial District within the Range Line Road Overlay to the C1/City Center District.
The site is generally located at the northeast corner of Carmel Drive and the Monon Greenway. The Carmel Plan Commission Commercial Committee’s recommendation on the petition of the applicant is “Favorable.” At its regularly scheduled meeting on September 19, 2023, the Carmel Plan Commission voted Eight (8) in Favor, Zero (0) Opposed, One (1) Absent, to forward to the Common Council the proposed Ordinance No. Z-684-23 with a “Favorable Recommendation”.
Please be advised that by virtue of the Plan Commission’s Favorable Recommendation, pursuant to IC 36-7-4-608(f), the Council has ninety (90) days to act on this petition before it becomes effective as Certified by the Commission. Ninety days from the date of the Certification is Tuesday, December 26, 2023. CARMEL PLAN COMMISSION BY: _____________________________________ Brad Grabow, President
ATTEST: _____________________________________ Joe Shestak, Secretary
Carmel Plan Commission Dated: September 27, 2023
MEMORANDUM
Date: November 9, 2023
To: Carmel City Council
From: Adrienne Keeling Re: Ordinance Z-685-23 988 3rd Avenue SW C1 Rezone
Enclosed is the information packet for the following item, including Site Location and Zoning Maps. If you have any questions, please contact me at akeeling@carmel.in.gov. Forwarded with a favorable recommendation from Carmel Plan Commission:
Ordinance Z-685-23 (Docket No. PZ-2023-00186 Z: 988 3rd Avenue SW C1 Rezone)
The applicant seeks to rezone the parcel located at 988 3rd Avenue SW from the I1/Industrial District to the C1/City Center District. The site is generally located at the northeast corner of 3rd Avenue SW and Gradle Drive. Filed by the Department of Community Services on behalf of the Carmel Plan Commission.
Proposal: Rezone 5.5 acres from the I1 Industrial District to the C1 City Center District.
Address: 988 3rd Ave SW, Carmel, IN 46032
Parcel ID: 16-09-36-00-00-007.000
Site Location Map
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Rezone Explanation: The purpose of this proposal is to expand the walkable mixed-use development pattern found in Carmel City
Center and surrounding the Civic Square campus. This site, adjacent to the Monon Greenway and Carmel City
Center is a next logical step in continuing this walkable mixed-use development momentum. The current building will continue to remain for the foreseeable future as there are no specific plans or a
timeline for redevelopment. Once a specific development is proposed, a public hearing for a Development Plan
(DP) and ADLS will be held by the Plan Commission Hearing Officer with the same methods of public notice required for Plan Commission public hearings, including newspaper publication, letters to adjoining property owners, and a public hearing sign on the property. Any redevelopment proposal would also be subject to TAC review and Carmel Redevelopment Commission approval.
C1 District:
The C1 District was proposed instead of C2 because this site is directly adjacent to other C1-zoned land in the Carmel City Center area. See an excerpt of the zoning map below.
The standards of the C1/City Center District are established in Article 2, Sections 2.33 & 2.34 of the Carmel Unified Development Ordinance. You may view the Unified Development Ordinance and Zoning Maps online by clicking on Zoning Map & Tools in the Department of Community Services’ website: www.carmeldocs.com.
Zoning Map
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The information in this packet is arranged in the following order:
1. Proposed Ordinance Z-685-23
2. Plan Commission Certification (expires December 26, 2024)
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Gradle Drive
11/09/2023 Ordinance Z-685-23 1
Sponsor: Councilor Aasen 1 2
ORDINANCE Z-685-23 3
AN ORDINANCE OF THE COMMON COUNCIL OF THE 4 CITY OF CARMEL, INDIANA 5
___________________________________________________ 6
Rezoning 988 3rd Avenue SW to the C1/City Center District 7 8 Synopsis: 9 This ordinance rezones 5.5 acres located at the northeast corner of 3rd Avenue SW 10 and Gradle Drive to the C1/City Center District. 11 12 13 WHEREAS, pursuant to Indiana Code 36-7-4, the Common Council has lawfully adopted a unified 14 development ordinance, the terms of which are applicable to the geographic area consisting of the incorporated 15 area of the City of Carmel, Indiana, which unified development ordinance has been codified in Chapter 10 of 16 the Carmel City Code; and 17
18 WHEREAS, pursuant to Indiana Code 36-7-4-602 the Common Council is authorized to amend the 19 map that is part of the unified development ordinance; and 20 21 WHEREAS, the Carmel Advisory Plan Commission, on September 19, 2023, voted to favorably 22
recommend Docket No. PZ 2023-00186 Z, rezoning the Parcels illustrated and described in Exhibit A, which 23 is incorporated herein (the “Real Property”). 24 25
NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of Carmel, Indiana, 26 that: 27
Section I: That the Official Zoning Map accompanying and made part of the Unified Development 28 Ordinance is hereby changed to designate the Real Property Parcels from the I1 29 Industrial District to the C1 City Center District. 30
Section II: All prior Ordinances or parts thereof inconsistent with any provision of this Ordinance 31 are hereby repealed. 32
33 Section III: This Ordinance shall be in full force and effect from and after its passage and signing 34 by the Mayor. 35
36
11/09/2023 Ordinance Z-685-23 2
EXHIBIT A 37
PROPERTY DESCRIPTION & LOCATION MAP 38
39 Address: Legal Description Parcel Number:
988 3rd Avenue SW Carmel 46032 5.5 acres S36 / T18 / R3 16-09-36-00-00-007.000
40
41 42
11/09/2023 Ordinance Z-685-23 3
PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of ________, 2023, 43 by a vote of _____ ayes and _____ nays. 44
45 COMMON COUNCIL FOR THE CITY OF CARMEL 46 47 48 ___________________________________ 49
Jeff Worrell, President Laura Campbell, Vice-President 50
51 ___________________________________ ____________________________________ 52 Kevin Rider Sue Finkam 53 54
___________________________________ ____________________________________ 55
Anthony Green Adam Aasen 56 57 ___________________________________ ___________________________________ 58 Tim Hannon Miles Nelson 59 60
___________________________________ 61 Teresa Ayers 62 63 ATTEST: 64 65
__________________________________ 66 Sue Wolfgang, Clerk 67 68 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 69 _________________________ 2023, at _______ __.M. 70
71 ____________________________________ 72 Sue Wolfgang, Clerk 73 74 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 75
________________________ 2023, at _______ __.M. 76 77 ____________________________________ 78 James Brainard, Mayor 79 ATTEST: 80
81 ___________________________________ 82
Sue Wolfgang, Clerk 83
84 85 86 87 Prepared by: 88
Adrienne Keeling, Planning Administrator, One Civic Square, Carmel, IN 46032 89 90
CERTIFICATION OF THE CARMEL PLAN COMMISSION’S RECOMMENDATION ON THE PETITION TO THE CITY OF CARMEL TO AMEND THE ZONING MAP PURSUANT TO INDIANA CODE 36-7-4-605
ORDINANCE Z-685-23 988 3rd Ave SW - C-1 Rezone
I1/Industrial District to C-1/City Center District To: The Honorable Common Council Of the City of Carmel Hamilton County, Indiana
Dear Members: The Carmel Plan Commission offers you the following report on the application Docket No. PZ-2023-00186 Z - petitioning to the parcel located at 988 3rd Avenue SW from the I1/Industrial District to the C1/City Center District. The site is generally located at the
northeast corner of 3rd Avenue SW and Gradle Drive. The Carmel Plan Commission Commercial Committee’s recommendation on the petition of the applicant is “Favorable.”
At its regularly scheduled meeting on September 19, 2023, the Carmel Plan Commission voted Eight (8) in Favor, Zero (0) Opposed, One (1) Absent, to forward to the Common Council the proposed Ordinance No. Z-685-23 with a “Favorable Recommendation”. Please be advised that by virtue of the Plan Commission’s Favorable Recommendation,
pursuant to IC 36-7-4-608(f), the Council has ninety (90) days to act on this petition before it becomes effective as Certified by the Commission. Ninety days from the date of the Certification is Tuesday, December 26, 2023.
CARMEL PLAN COMMISSION BY: _____________________________________ Brad Grabow, President
ATTEST: _____________________________________ Joe Shestak, Secretary Carmel Plan Commission
Dated: September 27, 2023
MEMORANDUM
Date: November 9, 2023 To: Carmel City Council
From: Adrienne Keeling
Re: Ordinance Z-686-23 HOA Rental Restriction UDO Amendment Forwarded with a favorable recommendation from Carmel Plan Commission:
Ordinance Z-686-23 (Docket No. PZ-2023-00166 OA: HOA Rental Restrictions Amendment)
The applicant seeks to amend the Unified Development Ordinance in order to require that Owners’ Association governing documents allow changes to rental restrictions with a simple majority vote of the owners. Filed by the Department of Community Services on behalf of the Carmel Plan Commission.
Background:
Over the last several years, large, out-of-state investment firms have purchased a significant number of owner-
occupied, single-family homes across Indiana for the purpose of turning them into rental properties. While we are not aware of any Carmel neighborhoods where this has occurred, it has been a growing concern in some of our neighboring communities. The presence of rentals isn’t inherently bad; however, these bulk purchases of single-family homes by investment firms can make it more difficult for individuals to purchase a home by
decreasing the supply of for-sale homes in a community.
Subdivisions may choose to place rental restrictions in their declaration of covenants or other homeowners’ association governing documents. However, each subdivision is responsible for the process to amend said governing document, which may require the consent of up to 75% of the owners in accordance with Indiana Code Section 32-25.5-3-9.
Proposed Ordinance Summary: See blue text in the attached UDO amendment.
The proposed amendment adds a new “Amendment of Covenants” paragraph to UDO Section 7.20: Owners’ Association Standards. It specifically acknowledges the Indiana Code section referenced above but goes on to specify that no more than a majority (50%+1) of the owners shall be required to consent to an amendment of the
governing documents specifically relating to rental restrictions.
NOTE: If adopted, this ordinance DOES NOT AMEND any covenants or governing documents of an existing subdivision, nor does it require subdivisions to adopt rental restrictions. This would only apply to newly formed subdivisions/owners’ associations established after the effective date of this ordinance.
Plan Commission Overview:
The Plan Commission discussed the intent and technical details of the ordinance, including (1) if 50% consent vs. 50%+1 votes should be required, (2) whether this threshold should apply to both the creation and potential reduction of rental restrictions, and (3) whether Commercial Subdivisions should be subject to these provisions. After a few revisions, the Plan Commission voted to send this proposal to City Council with a favorable recommendation.
The information in this packet is arranged in the following order:
1. Plan Commission Certification (expires January 28, 2024)
2. Proposed Ordinance Z-686-23
CERTIFICATION OF THE CARMEL PLAN COMMISSION’S RECOMMENDATION ON THE PETITION TO THE CITY OF CARMEL TO AMEND THE ZONING ORDINANCE PURSUANT TO INDIANA CODE 36-7-4-605
ORDINANCE Z-686-23 HOA Rental Restrictions Amendment
To: The Honorable Common Council Of the City of Carmel Hamilton County, Indiana Dear Members:
The Carmel Plan Commission offers you the following report on the application Docket No. PZ-2023-00166 OA - petitioning to amend the Unified Development Ordinance in order to require that Owners Association governing documents allow changes to rental restrictions with a simple majority vote of the members.
The Carmel Plan Commission’s Commercial Committee recommendation on the petition of the applicant is ‘Favorable.” At its regularly scheduled meeting on October 17, 2023, the Carmel Plan Commission
voted Six (6) in Favor, Zero (0) Opposed, Three (3) Absent, to forward to the Common Council the proposed Ordinance No. Z-686-23 with a “Favorable Recommendation”. Please be advised that by virtue of the Plan Commission’s Favorable Recommendation, pursuant to IC 36-7-4-607(e), the Council has ninety (90) days to act on this petition
before it becomes effective as Certified by the Commission. Ninety days from the date of the Certification is Sunday, January 28, 2024. CARMEL PLAN COMMISSION
BY: _____________________________________ Brad Grabow, President ATTEST:
_____________________________________ Joe Shestak, Secretary Carmel Plan Commission
Dated: October 30, 2023
11/09/2023 Ordinance Z-686-23 1
Sponsor: Councilors Campbell, Aasen and Finkam 1 2
ORDINANCE Z-686-23 3
AN ORDINANCE OF THE COMMON COUNCIL OF THE 4 CITY OF CARMEL, INDIANA 5
___________________________________________________ 6
An Ordinance updating owners’ association standards in the Unified Development Ordinance. 7 8 Synopsis: 9 This ordinance requires that owners’ associations allow changes to governing documents relating to 10 rental restrictions with no more than a simple majority of its owners. 11 12
WHEREAS, over the last several years, large, out-of-state investment firms have purchased a 13 significant number of owner-occupied, single-family homes across Indiana for the purpose of turning them into 14 rental properties; and 15
WHEREAS, such bulk purchasing of single-family homes by investment firms makes it more difficult 16
for a person to purchase a home and decreases the number of owner-occupied homes in a community; and 17
WHEREAS, pursuant to Indiana Code § 36-7-4-602, the Common Council has the authority to amend 18 the text of the Carmel Unified Development Ordinance (the “UDO”); and 19
WHEREAS, it is in the best interest of the citizens of the City of Carmel to amend the text of the UDO 20 to require that the governing documents of newly formed homeowners associations contain a provision that 21
makes it easier for owners within said associations to restrict rentals if they so desire. 22
NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of Carmel, Indiana, 23 that, pursuant to IC 36-7-4-600 et seq. and after Docket No. PZ-2023-00166 OA having received a favorable 24 recommendation from the Carmel Advisory Plan Commission on Tuesday, October 17, 2023, it hereby adopts 25 this Ordinance to amend the Carmel Unified Development Ordinance (Ordinance Z-625-17, as amended), to 26
read as follows: 27
28 Section I: Amend Article 7: Design Standards, Section 7.20: Owners’ Association Standards, as follows: 29
30
7.20 Owners’ Association Standards Page 7-29 31
This Owners’ Association Standards (OA) section applies to the following types of development: 32 CS, RS, TS, CM 33
A. Applicability: Any development with common area, private streets, shared parking, an amenity 34
center, shared or private utilities, retention pond, and the like shall meet the Owners’ 35 Association Standards. 36
B. Establishment of Owners’ Association: 37
1. Perpetuity: An owners’ association shall be created in perpetuity to make decisions about 38
and to maintain all common property and/or common facilities. 39
2. Organization: An owners’ association shall be a legally incorporated entity or shall be 40 created by other legal mechanism which provides shared ownership or shared responsibility 41
of common property and/or common facilities. A board of directors or other means for 42
representation in decision-making shall be established. 43
3. Recording of Legal Mechanism: The legal mechanism binding all property owners or 44
vested parties shall be recorded in the Office of the Hamilton County Recorder. 45
11/09/2023 Ordinance Z-686-23 2
4. Declaration of Covenants: The owners’ association shall be responsible for the 46 administration of any elective restrictive covenant utilized to further restrict improvements 47
and uses in the development. The “Declaration of Covenants” shall be recorded in the Office 48
of the Hamilton County Recorder following final plat approval and prior to selling any lots 49 or units. A copy of the recorded document shall be delivered to the Department of 50 Community Services within two (2) weeks of it being recorded. 51 5. Deed Restrictions: All requirements (See Section 7.20(E): Required Language below) or 52 other restrictions that resulted as a commitment or condition of approval shall be included in 53 an independent legal document (e.g. deed restriction or similar legal mechanism) and 54
recorded for each lot. 55
6. Association Fee: An association fee or other financial mechanism shall be included in the 56 Declaration of Covenants or other legal mechanism and be equal to the financial needs of the 57
owners’ association to maintain common property and/or common facilities, and to 58 accumulate a reserve account for long-term large expenditures, emergencies, and 59 contingencies. 60
7. Amendment of Covenants: In accordance with IC 32.25.5-3-9, the governing documents of 61 the owners’ association must contain a provision allowing the owners to amend the 62 governing documents at any time, from time to time and such amendment may not require 63 the consent of more than seventy-five percent (75%) of all owners; provided, however, the 64
governing documents may not require the consent of more than the majority (50%+1) of all 65
owners to create or amend provisions relating to rental restrictions. This paragraph does not 66 apply to Commercial Subdivisions (CM). 67
C. Contractual Obligations: Prior to the transition from the developer to the owners’ association 68
being responsible for common property and/or common facilities, the developer shall not enter 69
into any contractual obligation on behalf of the owners’ association that extends more than one 70 (1) year past the date of transition. Thereafter, the owners’ association shall be responsible for 71 the renewal or termination of such contracts. 72
D. Common Area Inspection: Before the developer transfers control of the owners’ association 73 under the Declaration of Covenants to the property owners, including control of a board of 74 directors or other means of representation, the developer shall arrange for an inspection of all 75 improvements not located on a platted lot or for which the owners’ association has 76 maintenance responsibility (a “Common Area Improvement”), including street trees. For 77
purposes of this section, whenever another person or persons succeeds to the rights and 78 liabilities of the original applicant, the term “developer” includes successors and assigns of the 79 original applicant. 80
1. Inspection Requirements: Such inspection shall (i) be performed by an independent, 81 licensed professional engineer or land surveyor selected and paid for by the developer, and 82 (ii) determine whether each approved and/or committed Common Area Improvement has 83 been completed and maintained and is currently in compliance with all applicable 84 requirements of the City of Carmel, the Hamilton County Surveyor’s office; and any other 85
applicable governmental authority or utility. 86
2. Inspection Report: A reasonably detailed report of the inspection shall be provided to the 87 Carmel Department of Community Services. Upon written confirmation by the department 88
that the inspection demonstrates that all Common Area Improvements have been properly 89
completed and maintained, the developer may then turn over control of the owners’ 90 association to the property owners. 91
3. Corrections: If the inspection reveals that any Common Area Improvements have not been 92
properly completed and/or maintained, the developer shall cause, at its cost, all such 93 improper Common Area Improvements to be corrected so as to be in compliance with 94
11/09/2023 Ordinance Z-686-23 3
applicable requirements. Upon completion of such correction, the developer shall notify the 95 department in writing of details of the corrections made. The department shall have thirty 96
(30) days from the date of notice of completion of corrections to verify compliance. 97
Thereafter, upon receipt of notice from the department that all the improper Common Area 98 Improvements have been corrected, the developer may turn over control of the owners’ 99 association to the property owners. 100
4. Failure to Respond: If the department fails to respond to an inspection that shows no 101 improper Common Area Improvements or to a notice from developer of its correction of all 102 improper Common Area Improvements within thirty (30) days of receipt of such inspection 103 or notice, as applicable, then the developer may assume department approval and turn over 104
control of the owners’ association to the property owners. 105
E. Required Language: The following content shall be reflected in the Deed Restriction or other legal 106 mechanism: 107
1. Street Lighting: When a development installs a street light, then the owners’ association 108
shall be responsible for the maintenance, replacement, and electricity used. In this case, the 109 legal mechanism shall make the owners’ association responsible for all maintenance, 110 replacement, and electricity consumption in perpetuity. The City of Carmel shall not, now or 111 in the future, be obligated to accept the lights as public property. In the event the owners’ 112
association fails to maintain street lighting, the City of Carmel may make the improvements 113
and assess each property for the project cost plus applicable administrative expenses. 114
2. Detention, Drainage Systems, and Best Management Practices: When a retention pond 115 and/or other drainage systems are required or installed and established as common area, the 116 City of Carmel shall not, now or in the future, be obligated to accept them as public 117 infrastructure or to maintain those facilities. The owners’ association, or lot owner of the lot 118
in which the retention pond or other drainage system is located, shall bear the cost of such 119
maintenance. In the event the owners’ association fails to maintain the retention pond and/or 120 other drainage facilities, the City of Carmel may make the improvements and assess each 121 property in the subdivision equally for the project cost plus administration costs. 122
3. Private Streets: When private streets are installed, the City of Carmel shall not, now or in 123 the future, be obligated to accept private streets as public property. The City of Carmel shall 124
bear no financial responsibility for snow removal, maintenance or replacement costs 125
associated with private streets. The owners’ association shall bear the cost of snow removal, 126 maintenance and replacement. In the event the owners’ association fails to maintain private 127 streets, the City of Carmel may make the improvements and assess each property for the 128 project cost plus administration costs. 129
4. Off‑street Trails: When trails are installed outside of a right-of-way, the City of Carmel shall 130 not, now or in the future, be obligated to accept the trail as public property. The City of 131
Carmel shall bear no financial responsibility for maintenance or replacement costs. The 132 owners’ association shall bear the cost of maintenance and replacement. In the event the 133 owners’ association fails to maintain the trail, the City of Carmel may make the 134 improvements and assess each property for the project cost. 135
5. On‑street Sidewalks: When sidewalks are installed inside of a right-of-way of internal 136 streets, the City of Carmel shall bear no financial responsibility for maintenance or 137
replacement costs. The owners’ association, and particularly abutting property owners shall 138
bear the cost of maintenance and replacement. In the event the owners’ association, or 139 abutting property owners, fails to maintain the sidewalks, the City of Carmel may complete 140 the maintenance work or make the improvements and assess the appropriate property 141 owners for the project cost. 142
6. Landscaping: When landscaping is required to be or elected to be installed in a right-of-143
way, common area or easement, the owners’ association shall be responsible for maintaining 144
11/09/2023 Ordinance Z-686-23 4
the plant material in healthy condition, removing dead or diseased vegetation, and/or 145 replacing landscaping, as necessary. Required perimeter land- scaping shall be maintained 146
by the owners’ association as approved by the Plan Commission; or in a manner equal to or 147
in excess of what was approved if permitted by the Planning Administrator. See Section 148
7:06: Common Area Standards for more information. 149
7. Street Trees: Once a final plat is approved, the right-of-way becomes the property of the 150 City of Carmel. Therefore, the City retains the right to reasonably trim or remove any tree or 151 shrub impeding the street or sidewalk. When performing essential infrastructure work, the 152 City of Carmel may remove trees or shrubs within the right-of-way and shall not be 153
responsible for replacing said trees. The City of Carmel shall approve any new tree or shrub 154 being planted within the right-of-way and can deny such planting for any reason. 155
F. Enforcement: Failure of the owners’ association to maintain an effective legal mechanism or 156 failure of the owners’ association to fulfill its responsibilities within that legal mechanism shall 157 be deemed a violation of the Unified Development Ordinances and subject to Article 10: 158
Enforcement and Penalties. 159
160
11/09/2023 Ordinance Z-686-23 5
PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of ________, 2023, 161 by a vote of _____ ayes and _____ nays. 162
163 COMMON COUNCIL FOR THE CITY OF CARMEL 164 165 166 ___________________________________ 167
Jeff Worrell, President Laura Campbell, Vice-President 168
169 ___________________________________ ____________________________________ 170 Kevin Rider Sue Finkam 171 172
___________________________________ ____________________________________ 173
Anthony Green Adam Aasen 174 175 ___________________________________ ___________________________________ 176 Tim Hannon Miles Nelson 177 178
___________________________________ 179 Teresa Ayers 180 181 ATTEST: 182 183
__________________________________ 184 Sue Wolfgang, Clerk 185 186 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 187 _________________________ 2023, at _______ __.M. 188
189 ____________________________________ 190 Sue Wolfgang, Clerk 191 192 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 193
________________________ 2023, at _______ __.M. 194 195 ____________________________________ 196 James Brainard, Mayor 197 ATTEST: 198
199 ___________________________________ 200
Sue Wolfgang, Clerk 201
202 203 Prepared by: 204 Adrienne Keeling, Planning Administrator, One Civic Square, Carmel, IN 46032 205
Sponsors: Councilors Aasen, Finkam and Worrell
ORDINANCE D-2689-23
AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL,
INDIANA, AMENDING ORDINANCE NO. D-2486-19
Synopsis:
Ordinance amends prior Ordinance No. D-2486-19 to authorize a maximum interest rate of 6%
(rather than the original 5%) for bond anticipation notes of the waterworks.
WHEREAS, the City of Carmel, Indiana (the "City") has heretofore established,
constructed and financed a municipal waterworks and now owns and operates said waterworks
pursuant to I.C. 8-.1.5, as amended, and other applicable laws; and
WHEREAS, pursuant to Ordinance No. D-2486-19 adopted by the Common Council of
the City (the “Council”) on November 18, 2019 (the “Original Ordinance”), the Council
authorized the issuance of the City of Carmel, Indiana Junior Waterworks Revenue Bond
Anticipation Note of 2019 (the “BANs”); and
WHEREAS, the Council now desires to amend the Original Ordinance to provide a
greater interest rate on the BANs than originally authorized.
NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL, THAT:
Section 1.Section 2(e) of the Original Ordinance is deleted and replaced with the
following:
“The BAN or BANs shall be issued in an aggregate amount not exceeding
Eighteen Million Dollars ($18,000,000) and shall be designated "City of Carmel, Indiana
Waterworks Bond Anticipation Note of 20__" (with the year of issuance included along
with any series designation). Any such BAN or BANS shall mature on or before May 1,
2024, and shall be dated the first day of the month in which issued or sold or the date of
delivery as determined by the Executive or Fiscal Officer with the advice of the City's
municipal advisor. Any such BAN or BANS may be refunded with a later series of BAN
or BANs provided that such refunding BAN or BANS shall have a final maturity not later
than May 1, 2024, and shall be dated the first day of the month in which issued or sold or
the date of delivery as determined by the Executive or Fiscal Officer with the advice of
the City's municipal advisor. Any such BAN or BANs shall pay interest semiannually on
May 1 and November 1 in each year, beginning no later than either the next May 1 or
November 1 following their issuance until maturity. BAN interest may be paid as
capitalized interest and, after provision for payment of the 2008 Bonds, from the Net
Revenues of the utility on a subordinate basis and on parity with the 2023 Bond and the
2017 Bonds. BAN interest shall be calculated according to a 360-day calendar year
containing twelve 30-day months, or based on an actual days basis using a 365-day year,
as determined by the Executive or Fiscal Officer with the advice of the City's municipal
advisor. Any such BAN or BANs shall bear interest at a rate or rates not exceeding six
percent (6.00%) per annum, or bear interest at a variable rate determined by reference to
any available published index as selected by the Executive or Fiscal Officer prior to their
issuance, and may be sold at a discount not to exceed two percent (2%). The BANs
herein authorized are payable from the proceeds of the 2019 Bonds and other legally
available funds of the utility. Any such BAN or BANs shallmay be subject to early
redemption on or after any date selected by the Executive or Fiscal Officer prior to their
issuance, upon thirty (30) days’ notice to the owner of such BAN, at a redemption price
determined by the Executive or the Fiscal Officer. The BANs may be issued in one or
more series of BANs, or the City may receive payment on the BANs in installments, as
determined by the Executive or Fiscal Officer with the advice of the City's municipal
advisor prior to advertising or negotiating a sale of the BANs. The BANs shall be in a
customary form as approved by the Executive or Fiscal Officer.”
Section 2.No Other Changes. Except as set forth in this Ordinance, all other
provisions of the Original Ordinance remain in full force and effect.
Section 3.Effective Date. This Ordinance shall be in full force and effect from and
after its passage and execution by the Mayor in accordance with the laws of the State of Indiana.
2
DMS 40721138.240721138.3
ADOPTED by the Common Council of the City of Carmel, Indiana this ___ day of
__________ 2023, by a vote of ____ ayes and ____nays.
COMMON COUNCIL FOR THE CITY OF CARMEL, INDIANA
___________________________________
Jeff Worrell, President Laura Campbell, Vice-President
_______________________________________________________________________
Kevin Rider Teresa Ayers
_______________________________________________________________________
Sue Finkam Anthony Green
______________________________________________________________________
Adam Aasen Tim Hannon
___________________________________
Miles Nelson
ATTEST:
__________________________________
Sue Wolfgang, Clerk
3
DMS 40721138.240721138.3
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of
_________________________ 2023, at _______ __.M.
____________________________________
Sue Wolfgang, Clerk
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of
________________________ 2023, at _______ __.M.
____________________________________
James Brainard, Mayor
ATTEST:
___________________________________
Sue Wolfgang, Clerk
Prepared by:Richard C. Starkey
Barnes & Thornburg LLP
11 South Meridian Street
Indianapolis, IN 46204
4
DMS 40721138.240721138.3
Sponsor: Councilor Rider
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on 11/13/23 at 12:41 PM. It may have been subsequently revised. However, no subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
ORDINANCE NO. D-2695-23 1 2 AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, 3 AMENDING THE 2024 SALARY ORDINANCE 4 5 Synopsis: This ordinance amends the 2024 Executive branch salary ordinance by adding a 6 new position within the Carmel Police Department and adding On-call compensation for certain 7 employees of the Department of Community Services, office of Building Safety and Code 8
Enforcement. 9 10 WHEREAS, on October 16, 2023, the Carmel Common Council (the “Council”) adopted 11 Ordinance D-2681-23 setting 2024 salaries for appointed officers and employees of the City of Carmel (the 12 “City”); and 13 14 WHEREAS, adding the duties and responsibilities of a skilled laborer Building Services Worker 15 position would enhance the operational efficacy of the Carmel Police Department; and 16 17 WHEREAS, in order to provide adequate compensation for these additional duties and 18
responsibilities, it is necessary to amend the 2024 salary ordinance to add a skilled laborer position to the 19
Carmel Police Department; and 20 21 WHEREAS, it is in the interest of the citizens of the City of Carmel that employees who are 22 building safety experts within the Department of Community Services (DOCS), Office of Building Safety 23 and Code Enforcement provide after-hours assistance to City public safety first responders when incidents 24
require building safety expertise; and 25 26 WHEREAS, in order to provide adequate compensation for these additional duties and 27 responsibilities, it is necessary to amend the 2024 salary ordinance to add on-call compensation for certain 28
employees of the Department of Community Services, Office of Building Safety and Code Enforcement, 29
who are building safety experts. 30 31 NOW, THEREFORE, IT IS AGREED AND ORDAINED by the Common Council of the City 32
of Carmel, Indiana, as follows: 33
Section 1. The foregoing Recitals are incorporated herein by this reference. 34
35
Section 2. Ordinance D-2681-23, Section 1, is hereby amended as follows: 36
37
1. POLICE 38 CLASSIFICATION MAXIMUM BI-WEEKLY BASE SALARY 39
CHIEF 6896.58 40 DEPUTY CHIEF 5086.16 41 MAJOR 4660.16 42
LIEUTENANT 4021.04 43 SERGEANT 3595.06 44 FIRST CLASS/MASTER PATROL OFFICER 3285.90 45
Ordinance D-2695-23 46 Page One of Three 47
Sponsor: Councilor Rider
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on 11/13/23 at 12:41 PM. It may have been subsequently revised. However, no subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
PATROL OFFICER 3169.04 48 CRISIS INTERVENTION MANAGER 4021.04 49 ACCREDITATION ADMINISTRATOR 3595.06 50
CRIME SCENE INVESTIGATOR 3595.06 51 RECORDS SYSTEMS ADMINISTRATOR 3382.01 52 FACILITIES, EQUIPMENT AND SYSTEMS SUPPORT SPECIALIST 3382.01 53
CRISIS INTERVENTION SPECIALIST 3169.04 54 ADMINISTRATIVE SUPERVISOR 2956.04 55 QUARTERMASTER 2956.04 56 AUTO MECHANIC I 2956.04 57 AUTO MECHANIC II 2742.97 58 RECRUITING AND HIRING COORDINATOR 2742.97 59 CRIMINAL INTELLIGENCE ANALYST 2742.97 60 COMMUNITY RESOURCE LIAISON 2742.97 61 ANIMAL CONTROL SPECIALIST 2530.00 62 SPECIAL INVESTIGATIONS ADMINISTRATOR 2530.00 63 RECORDS SUPERVISOR 2530.00 64 DATA SPECIALIST/TRAINING COORDINATOR 2530.00 65 NIBRS COORDINATOR 2316.97 66 ADMINISTRATIVE ASSISTANT I 2316.97 67
PROPERTY/EVIDENCE ROOM CLERK 2316.97 68 RECORDS CLERK 2103.90 69 ADMINISTRATIVE ASSISTANT II 2103.90 70
BUILDING SERVICES WORKER 2103.90 71 PART-TIME/TEMPORARY (except Security Officer) UP TO $25.00 PER HOUR 72 PART-TIME SECURITY OFFICER UP TO $50.00 PER HOUR 73
74 Section 3. Ordinance D-2681-23, Section 12, is hereby amended to add the following subsection: 75 76 12. COMMUNITY SERVICES 77 78
a. An employee of the Department of Community Services who is assigned to on-call duties 79 between the hours of 4:30 PM and 8:00 AM, and other times when the Department is not fully 80 staffed, is eligible for on-call pay at a flat rate of ten dollars ($10.00) per day for regular 81 weekdays and twenty-five dollars ($25.00) per day for Saturday, Sunday and City holidays, in 82
addition to all other forms of compensation. Eligibility for on-call pay shall be determined by 83 the DOCS on-call policy. Exempt employees are not eligible for on-call pay. 84
85
Section 4. The remaining provisions of Ordinance D-2681-23 shall remain in full force and 86 effect and are not affected by this Ordinance. 87
88
Section 5. All prior City ordinances or parts thereof that are inconsistent with any provision of 89 this Ordinance are hereby repealed as of the effective date of this Ordinance. 90 91 Section 6. If any portion of this Ordinance is for any reason declared unconstitutional, invalid 92
or unenforceable by a court of competent jurisdiction, such decision shall not affect the validity of the 93 remaining portions of this Ordinance. 94 95 Ordinance D-2695-23 96 Page Two of Three 97
Sponsor: Councilor Rider
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on 11/13/23 at 12:41 PM. It may have been subsequently revised. However, no subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
Section 6. This Ordinance shall be in full force and effect from and after the date of its passage 98 and signing by the Mayor and such publication as required by law. 99 100 PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of ________, 2023, 101
by a vote of _____ ayes and _____ nays. 102 103 COMMON COUNCIL FOR THE CITY OF CARMEL 104 105
106
___________________________________ 107 Jeff Worrell, President Laura Campbell, Vice-President 108 109 ___________________________________ ____________________________________ 110 Kevin Rider Sue Finkam 111
112 ___________________________________ ____________________________________ 113 Anthony Green Adam Aasen 114 115
___________________________________ ___________________________________ 116
Tim Hannon Miles Nelson 117 118 ___________________________________ 119 Teresa Ayers 120 121
ATTEST: 122 123 __________________________________ 124 Sue Wolfgang, Clerk 125
126
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 127 _________________________ 2023, at _______ __.M. 128 129 ____________________________________ 130 Sue Wolfgang, Clerk 131
132 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 133 ________________________ 2023, at _______ __.M. 134 135
____________________________________ 136
James Brainard, Mayor 137 ATTEST: 138 139 ___________________________________ 140 Sue Wolfgang, Clerk 141
142 Ordinance D-2695-23 143 Page Three of Three 144
SPONSOR: Councilor Worrell
This Resolution was amended by Jon Oberlander, Corporation Counsel, on October 4, 2023 at 1:38 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency.
RESOLUTION CC 11-20-23-06 1 2 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, 3 REGARDING AN INTERGOVERNMENTAL TRANSFER OF REAL PROPERTY 4 5 Synopsis: Transfers four parcels of real property owned by the City of Carmel to the Carmel 6
Redevelopment Commission for a future redevelopment project. 7
8 WHEREAS, the Common Council of the City of Carmel, Indiana (the “Council”) is the fiscal body 9 for the City of Carmel, Indiana (the “City”); and 10 11 WHEREAS, the City of Carmel Redevelopment Commission (the “CRC”) is a governmental entity 12
created and authorized to administer certain redevelopment activities within the City; and 13 14 WHEREAS, the City owns certain real property known as 0 1st Avenue NW (Tax Parcel Number: 16-15 09-25-12-02-028.000), 31 1st Ave NW (Tax Parcel Number: 16-09-25-12-02-027.000), 40 W. Main St (Tax 16
Parcel Number: 16-09-25-12-02-026.000) and 0 Main St (Tax Parcel Number: 16-09-25-12-00-001.000) 17
(collectively, the “Property”), which are depicted on Exhibit A attached hereto; and 18 19 WHEREAS, the City has determined that it is now in the best interests of the CRC and the City to 20 transfer the Property to the CRC under the terms and conditions set forth herein; and 21 22
WHEREAS, the CRC has determined that it is now in the best interests of the CRC to acquire the 23 Property under the terms and conditions set forth herein, as authorized by Indiana Code § 36-7-14-12.2 and 24 other applicable law; and 25 26
WHEREAS, Indiana Code § 36-1-11-8 authorizes the transfer of property between governmental 27
entities upon terms and conditions agreed upon by the entities, as evidenced by the adoption of a substantially 28 identical resolution by each entity. 29 30 NOW, THEREFORE, BE IT RESOLVED AND AGREED BY THE COMMON COUNCIL OF 31 THE CITY OF CARMEL, INDIANA, AS FOLLOWS: 32
33 1. The foregoing Recitals are fully incorporated herein by this reference. 34 35 2. The City will transfer the Property to the CRC subject to the following provision: 36
37
• The transfer of the Property shall be by warranty deed and the City shall execute all other usual and 38 customary conveyance documents. 39 40 3. The parties shall take all steps necessary to effect the transfer of the Property from the City to the CRC 41
as provided herein. Such transfer shall take place at a time and date mutually agreed upon by the City 42 and the CRC. 43 44 45
Resolution CC 11-20-23-06 46
Page One of Two 47
SPONSOR: Councilor Worrell
This Resolution was amended by Jon Oberlander, Corporation Counsel, on October 4, 2023 at 1:38 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency.
48 4. The Common Council hereby designates Jim Crider, Director of the Department of Administration for 49
the City of Carmel, Indiana, as its agent for the purposes of completing the transfer of the Property. 50 Mr. Crider is hereby authorized to execute all documents required in connection with the transfer of 51 the Property pursuant to this Resolution and to take all other lawful actions necessary to complete the 52 transfer of the Property as contemplated herein. 53
54 SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day of 55 ____________, 2023 by a vote of _____ ayes and _____ nays. 56 57 COMMON COUNCIL FOR THE CITY OF CARMEL 58 59
___________________________________ 60
Jeff Worrell, President Laura Campbell, Vice-President 61 62 ___________________________________ ____________________________________ 63 Kevin Rider Sue Finkam 64
65 ___________________________________ ____________________________________ 66 Anthony Green Adam Aasen 67 68 ___________________________________ ___________________________________ 69
Tim Hannon Miles Nelson 70
71 ___________________________________ 72 Teresa Ayers 73 74
ATTEST: 75 __________________________________ 76 Sue Wolfgang, Clerk 77 78 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 79
_________________________ 2023, at _______ __.M. 80
____________________________________ 81 Sue Wolfgang, Clerk 82 83 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 84
________________________ 2023, at _______ __.M. 85 86 ____________________________________ 87 James Brainard, Mayor 88 ATTEST: 89
___________________________________ 90
Sue Wolfgang, Clerk 91 92 Resolution CC 11-20-23-06 93 Page Two of Two 94
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Sponsor: Councilor Worrell 1
ORDINANCE D-2688-23 2
AN ORDINANCE OF THE COMMON COUNCIL OF THE 3
CITY OF CARMEL, INDIANA, AUTHORIZING THE 4 ISSUANCE OF ECONOMIC DEVELOPMENT TAX 5 INCREMENT REVENUE BONDS TO SUPPORT THE 6 GRAMERCY PROJECT, AND AUTHORIZING AND 7
APPROVING OTHER ACTIONS IN RESPECT THERETO 8
Synopsis: 9
Ordinance authorizes the issuance of developer TIF bonds by the City of Carmel, 10 Indiana, to finance improvements to support the development of the Gramercy Project. 11
WHEREAS, the City of Carmel, Indiana (the “City”), is a municipal corporation and 12 political subdivision of the State of Indiana and by virtue of I.C. 36-7-11.9 and I.C. 36-7-12 13
(collectively, the “Act”), is authorized and empowered to adopt this ordinance (this “Bond 14 Ordinance”) and to carry out its provisions; 15
WHEREAS, Buckingham Properties, LLC or an affiliate thereof (the “Company”), 16 desires to finance the design and construction of certain improvements described in Exhibit A 17 hereto which are, or will be, located in the Gramercy Economic Development Area (collectively, 18
the “Projects”); 19
WHEREAS, the Company has advised the City of Carmel Economic Development 20 Commission (the “Commission”) and the City that it proposes that the City issue its taxable or 21 tax-exempt Economic Development Tax Increment Revenue Bonds, Series 20__ (Gramercy 22 Development Partners, LLC Project)), in one or more series (with such different or additional 23
series designation determined to be necessary or appropriate) in an aggregate amount not to 24 exceed Fifty-Three Million Dollars ($53,000,000) (the “Bonds”), under the Act and provide the 25 proceeds of such Bonds to the Company for the purpose of financing the Projects; 26
WHEREAS, the completion of the Projects results in the diversification of industry, the 27 creation of jobs and the creation of business opportunities in the City; 28
WHEREAS, pursuant to I.C. § 36-7-12-24, the Commission published notice of a public 29 hearing (the “Public Hearing”) on the proposed issuance of the Bonds to finance the Projects; 30
WHEREAS, on the date specified in the notice of the Public Hearing, the Commission 31 held the Public Hearing on the Projects; and 32
WHEREAS, the Commission has performed all actions required of it by the Act 33
preliminary to the adoption of this Bond Ordinance and has approved and forwarded to the 34 Common Council the forms of: (1) a Financing Agreement between the City and the Company 35 (the “Financing Agreement”); (2) a Trust Indenture between the City a trustee to be selected by 36 the Controller of the City (the “Trustee”) (the “Indenture”); (3) the Bonds; and (4) this Bond 37
2
Ordinance (the Financing Agreement, the Indenture, the Bonds, and this Bond Ordinance, 38 collectively, the “Financing Agreements”); 39
NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE 40
CITY OF CARMEL, INDIANA, THAT: 41
Section 1. Findings; Public Benefits. The Common Council hereby finds and 42 determines that the Projects involve the acquisition, construction and equipping of an 43 “economic development facility” as that phrase is used in the Act; that the Projects will 44
increase employment opportunities and increase diversification of economic development 45
in the City, will improve and promote the economic stability, development and welfare in 46 the City, will encourage and promote the expansion of industry, trade and commerce in 47 the City and the location of other new industries in the City; that the public benefits to be 48 accomplished by this Bond Ordinance, in tending to overcome insufficient employment 49
opportunities and insufficient diversification of industry, are greater than the cost of 50
public services (as that phrase is used in the Act) which will be required by the Projects; 51 and, therefore, that the financing of the Projects by the issue of the Bonds under the Act: 52 (i) will be of benefit to the health and general welfare of the City; and (ii) complies with 53 the Act. 54
Section 2. Approval of Financing. The proposed financing of the Projects by 55
the issuance of the Bonds under the Act, in the form that such financing was approved by 56 the Commission, is hereby approved. 57
Section 3. Authorization of the Bonds. The issuance of the Bonds, payable 58 solely from revenues and receipts derived from the Financing Agreements, is hereby 59 authorized. 60
Section 4. Terms of the Bonds. (a) The Bonds, in the aggregate principal 61 amount not to exceed Fifty-Three Million Dollars ($53,000,000), shall (i) be executed at 62 or prior to the closing date by the manual or facsimile signatures of the Mayor and the 63 Clerk of the City; (ii) be dated as of the date of their delivery; (iii) for each series of the 64 Bonds, mature on a date not later than twenty-five years after the date of the first draw of 65
principal on such series of the Bonds; (iv) bear interest at such rates as determined with 66 the purchaser thereof (the “Purchaser”) in an amount not to exceed eight percent (8.00%), 67 with such interest payable as provided in the Financing Agreements, and which interest 68 may be taxable or tax-exempt, as determined by the Mayor and the Controller of the City, 69 with the advice of the City’s bond counsel, prior to the issuance of the Bonds; (v) be 70
issuable in such denominations as set forth in the Financing Agreements; (vi) be issuable 71 only in fully registered form; (vii) be subject to registration on the bond register as 72 provided in the Indenture; (viii) be payable in lawful money of the United States of 73 America; (ix) be payable at an office of the Trustee as provided in the Indenture; (x) be 74 subject to optional redemption prior to maturity and subject to redemption as otherwise 75
provided in the Financing Agreements; (xi) be issued in one or more series; and (xii) 76 contain such other terms and provisions as may be provided in the Financing 77 Agreements. 78
3
(b) The Bonds and the interest thereon do not and shall never constitute an 79 indebtedness of, or a charge against the general credit or taxing power of, the City, but 80
shall be special and limited obligations of the City, payable solely from revenues and 81
other amounts derived from the Financing Agreements. Forms of the Financing 82 Agreements are before this meeting and are by this reference incorporated in this Bond 83 Ordinance, and the Clerk of the City is hereby directed, in the name and on behalf of the 84 City, to insert them into the minutes of the Common Council and to keep them on file. 85
Section 5. Sale of the Bonds. The Mayor is hereby authorized and directed, 86
in the name and on behalf of the City, to sell the Bonds to the Purchaser at such prices as 87 are determined on the date of sale and approved by the Mayor of the City. 88
Section 6. Execution and Delivery of Financing Agreements. The Mayor and 89 the Clerk of the City are hereby authorized and directed, in the name and on behalf of the 90
City, to execute or endorse and deliver the Financing Agreement, the Indenture, and the 91
Bonds, submitted to the Common Council, which are hereby approved in all respects. 92
Section 7. Changes in Financing Agreements. The Mayor and the Clerk of 93 the City are hereby authorized, in the name and on behalf of the City, without further 94 approval of the Common Council or the Commission, to approve such changes in the 95 Financing Agreements as may be permitted by Act, such approval to be conclusively 96
evidenced by their execution thereof. 97
Section 8. Reimbursement from Bond Proceeds. The City hereby declares its 98 intent to issue the Bonds for the purpose of financing the Projects, which Bonds will not 99 exceed $53,000,000, and pursuant to Treas. Reg. §1.150-2 and IC 5-1-14-6(c), to 100 reimburse costs of the Projects (including costs of issuing the Bonds) from proceeds of 101
the sale of such Bonds. 102
Section 9. General. The Mayor and any other officer of the City, and each of 103 them, are hereby authorized and directed, in the name and on behalf of the City, to 104 execute or endorse any and all agreements, documents and instruments, perform any and 105 all acts, approve any and all matters, and do any and all other things deemed by them, or 106
either of them, to be necessary or desirable in order to carry out and comply with the 107 intent, conditions and purposes of this Bond Ordinance (including the preambles hereto 108 and the documents mentioned herein), the Projects, the issuance and sale of the Bonds, 109 and the securing of the Bonds under the Financing Agreements, and any such execution, 110 endorsement, performance or doing of other things heretofore effected be, and hereby is, 111
ratified and approved. 112
Section 10. Binding Effect. The provisions of this Bond Ordinance and the 113 Financing Agreements shall constitute a binding contract between the City and the 114 holders of the Bonds, and after issuance of the Bonds this Bond Ordinance shall not be 115 repealed or amended in any respect which would adversely affect the rights of the holders 116
of the Bonds as long as the Bonds or interest thereon remains unpaid. 117
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Section 11. Repeal. All ordinances or parts of ordinances in conflict herewith 118 are hereby repealed. 119
Section 12. Effective Date. This Bond Ordinance shall be in full force and 120
effect immediately upon adoption and compliance with I.C. § 36-4-6-14. 121
Section 13. Copies of Financing Agreements on File. Two copies of the 122 Financing Agreements incorporated into this Bond Ordinance were duly filed in the 123 office of the Clerk of the City, and are available for public inspection in accordance with 124
I.C. § 36-1-5-4. 125
PASSED by the Common Council of the City of Carmel, this _____ day of _____________, 126 2023, by a vote of ______ ayes and _____ nays. 127 128 COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 129 130
131 ___________________________________ ____________________________________ 132 Jeff Worrell, President Laura Campbell, Vice-President 133 134 ___________________________________ ____________________________________ 135
Kevin D. Rider Sue Finkam 136 137 ___________________________________ ____________________________________ 138 Tim Hannon Miles Nelson 139 140
___________________________________ ___________________________________ 141 Tony Green Adam Aasen 142 143 ___________________________________ 144 Teresa Ayers 145
146 147 ATTEST: 148 149 __________________________________ 150
Sue Wolfgang, Clerk 151 152 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 153 _________________________ 2023, at _______ __.M. 154 155
____________________________________ 156 Sue Wolfgang, Clerk 157 158 159 160
161
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Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 162 ________________________ 2023, at _______ __.M. 163
164
____________________________________ 165 James Brainard, Mayor 166 167 ATTEST: 168
___________________________________ 169
Sue Wolfgang, Clerk 170 171 172 173 174 Prepared by: Bradley J. Bingham 175 Barnes & Thornburg LLP 176 11 South Meridian Street 177 Indianapolis, IN 46204 178 179
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EXHIBIT A 180
DESCRIPTION OF THE PROJECTS 181
All or any portion of the design and construction of a mixed use project which includes 182
townhomes, condos, apartments, retail, structured parking, and related road improvements, storm 183 water improvements, utility relocation costs, site development costs, and other infrastructure 184 costs, all to be located along Kinzer Avenue, south of City Center Drive, and at 452, 502, and 185 508 E. Carmel Drive, which will be added to the Gramercy Economic Development Area. 186
DMS 40581668.2 187
FINANCING AGREEMENT
BETWEEN [COMPANY] AND CITY OF CARMEL, INDIANA Dated as of ______________ 1, 20___
Certain of the rights of the Issuer hereunder have been assigned to [Trustee] as trustee under a Trust Indenture dated as of the date hereof, from the Issuer.
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TABLE OF CONTENTS
ARTICLE I DEFINITIONS AND EXHIBITS ............................................................................ 2
Section 1.1. Terms Defined .................................................................................................. 2
Section 1.2. Rules of Interpretation ...................................................................................... 3
ARTICLE II REPRESENTATIONS; USE OF BOND PROCEEDS ........................................ 5
Section 2.1. Representations by Issuer ................................................................................. 5
Section 2.2. Representations by Company ........................................................................... 5
ARTICLE III PARTICULAR COVENANTS OF THE ISSUER AND COMPANY .............. 7
Section 3.1. Consent to Assignments to Trustee................................................................... 7
Section 3.2. Payment of Principal and Interest ..................................................................... 7
Section 3.3. Maintenance of Existence ................................................................................. 7
Section 3.4. Company Duties Under Indenture .................................................................... 7
Section 3.5. Indemnity .......................................................................................................... 7
Section 3.6. Payment of Expenses of Issuance of Bonds ..................................................... 8
Section 3.7. Completion and Use of Projects ....................................................................... 8
Section 3.8. Other Amounts Payable by the Company ......................................................... 9
ARTICLE IV EVENTS OF DEFAULT AND REMEDIES THEREFOR .............................. 10
Section 4.1. Events of Default ............................................................................................ 10
Section 4.2. Remedies Cumulative ..................................................................................... 10
Section 4.3. Delay or Omission Not a Waiver .................................................................... 10
ARTICLE V IMMUNITY ........................................................................................................... 12
Section 5.1. Extent of Covenants of the Issuer; No Personal Liability............................... 12
Section 5.2. Liability of Issuer ............................................................................................ 12
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ARTICLE VI SUPPLEMENTS AND AMENDMENTS TO THIS FINANCING AGREEMENT .................................................................................................................. 13
Section 6.1. Supplements and Amendments to this Financing Agreement ........................ 13
ARTICLE VII MISCELLANEOUS PROVISIONS ................................................................. 14
Section 7.1. Financing Agreement for Benefit of Parties Hereto ....................................... 14
Section 7.2. Severability ..................................................................................................... 14
Section 7.3. Addresses for Notice and Demands ................................................................ 14
Section 7.4. Successors and Assigns................................................................................... 14
Section 7.5. Counterparts .................................................................................................... 15
Section 7.6. Governing Law ............................................................................................... 15
FINANCING AGREEMENT
This FINANCING AGREEMENT, dated as of ___________ 1, 20___ (the “Financing
Agreement”) between [Company], a _______________ (the “Company”), and the CITY OF
CARMEL, INDIANA (the “Issuer” or “City”), a municipal corporation duly organized and validly existing under the laws of the State of Indiana.
PRELIMINARY STATEMENT
WHEREAS, the City of Carmel Redevelopment Commission (the “Redevelopment
Commission”) has established the City Center Redevelopment Area and, within such area, the
__________ Allocation Area (the “Allocation Area”) located in the City of Carmel; and
WHEREAS, Indiana Code, Title 36, Article 7, Chapters 11.9 and 12, as supplemented and amended (collectively, the “Act”), authorizes and empowers the Issuer to issue revenue bonds and enter into agreements with companies to allow companies to construct economic development facilities and vests the Issuer with powers that may be necessary to enable it to
accomplish such purposes; and
WHEREAS, the Issuer, upon finding that the Projects (as hereinafter defined) and the proposed financing of the construction thereof will create additional employment opportunities in the City of Carmel; will benefit the health, safety, morals, and general welfare of the citizens of the City of Carmel and the State of Indiana; and will comply with the purposes and provisions
of the Act, adopted an ordinance approving the proposed financing; and
WHEREAS, the Issuer intends to issue its Economic Development Tax Increment Revenue Bonds, Series 20__ (Valentina Project) in the aggregate principal amount of $[XX,XXX,XXX] (the “Bonds”), pursuant to the Trust Indenture dated as of _____________ 1, 20__ (the “Indenture”) between the Issuer and [Trustee], as trustee, and intends to provide the
proceeds of the Bonds pursuant to the provisions of this Financing Agreement to the Company to finance the Projects; and
WHEREAS, this Financing Agreement provides for the use of the financing by the Company through the issuance by the Issuer of its Bonds; and
WHEREAS, pursuant to the Indenture, the Issuer will assign certain of its rights under
this Financing Agreement, and the Bonds issued under the Indenture will be payable solely from TIF Revenues (as defined in the Indenture) of the Issuer’s Redevelopment Commission derived from the Allocation Area.
In consideration of the premises, the transfer of certain infrastructure to the Issuer, and other good and valuable consideration, the receipt of which is hereby acknowledged, the
Company and the Issuer hereby further covenant and agree as follows:
2
ARTICLE I
DEFINITIONS AND EXHIBITS
Section 1.1. Terms Defined. Capitalized terms used in this Financing Agreement that are not otherwise defined herein, shall have the meanings provided for such terms in the Indenture. As used in this Financing Agreement, the following terms shall have the following meanings unless the context clearly otherwise requires:
“Act” means, collectively, Indiana Code 36-7-11.9 and 36-7-12.
“Allocation Area” means the __________ Allocation Area established as an allocation area by the Redevelopment Commission, all in accordance with IC 36-7-14-39 for the purposes of capturing incremental ad valorem real property taxes levied and collected in such allocation area.
“Bond Fund” means the Bond Fund established by Section 4.2 of the Indenture.
“Bondholder” or “owner of a Bond” or any similar term means the owner of a Bond.
“Bonds” means the Issuer’s Economic Development Tax Increment Revenue Bonds, Series 20__ (Valentina Project) and any additional series of bonds issued pursuant to the Ordinance.
“Company” means [Company], or any successors thereto permitted under Section 7.4
hereof.
“Construction Fund” means the Construction Fund for the Bonds established in Section 4.4 of the Indenture.
“Government Obligations” means bonds, notes, certificates of indebtedness, treasury bills or other securities constituting direct obligations of, or obligations the timely payment of the
principal of and the interest on which are fully and unconditionally guaranteed by, the United States of America or any agency or instrumentally thereof when such obligations are backed by the full faith and credit of the United States of America.
“Indenture” means the Trust Indenture dated as of __________ 1, 20__ between the Issuer and [Trustee], as trustee, related to the Bonds.
“Issuer” means the City of Carmel, Indiana, a municipal corporation duly organized and validly existing under the laws of the State.
“Ordinance” means Ordinance No. ____________ adopted by the Common Council of the Issuer on ________________, 20__, authorizing the issuance of the Bonds in one or more series in an aggregate principal amount not to exceed $_______________.
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“Plans and Specifications” means the plans and specifications for the Projects as provided to the Issuer.
“Pledge Resolution” means Resolution No. ______________ adopted by the
Redevelopment Commission on ___________, 20__, pledging the TIF Revenues to the Issuer.
“Projects” means all or any portion of the design and construction of a mixed use project which includes townhomes, apartments, commercial space, structured parking, and related road improvements, storm water improvements, utility relocation costs, site development costs, and
other infrastructure costs, all to be located at 988 3rd Ave SW (between 3rd Ave SW and the
Monon, just south of the Tarkington garage and north of Gradle Drive), which are physically located in, or directly serving or benefiting, the Allocation Area.
“Redevelopment Commission” means the City of Carmel Redevelopment Commission.
“State” means the State of Indiana.
“Tax Increment” means all real property tax proceeds attributable to the assessed
valuation within the Allocation Area as of each January 1 in excess of the base assessed value as established as of [January 1, 20__]. The incremental assessed value is multiplied by the current property tax rate (per $100 assessed value).
“TIF Revenues” means Tax Increment received by the Redevelopment Commission and pledged to the Issuer pursuant to the Pledge Resolution, equal, for any given year, to ninety-five
percent (95%) of the Tax Increment generated from Allocation Area.
“Trustee” means the trustee at the time serving as such under the Indenture.
Section 1.2. Rules of Interpretation. For all purposes of this Financing Agreement, except as otherwise expressly provided, or unless the context otherwise requires:
(a) “This Financing Agreement” means this instrument as originally executed and as
it may from time to time be supplemented or amended pursuant to the applicable provisions hereof.
(b) All references in this instrument to designated “Articles,” “Sections” and other subdivisions are to the designated Articles, Sections and other subdivisions of this instrument as originally executed. The words “herein,” “hereof” and “hereunder” and other words of similar
import refer to this Financing Agreement as a whole and not to any particular Article, Section or other subdivision.
(c) The terms defined in this Article have the meanings assigned to them in this Article and include the plural as well as the singular and the singular as well as the plural.
(d) All accounting terms not otherwise defined herein have the meanings assigned to
them in accordance with generally accepted accounting principles as consistently applied.
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(e) Any terms not defined herein but defined in the Indenture shall have the same meaning herein.
(f) The terms defined elsewhere in this Financing Agreement shall have the
meanings therein prescribed for them.
(End of Article I)
5
ARTICLE II
REPRESENTATIONS; USE OF BOND PROCEEDS
Section 2.1. Representations by Issuer. Issuer represents and warrants that:
(a) Issuer is a municipal corporation organized and existing under the laws of the State. Under the provisions of the Act, Issuer is authorized to enter into the transactions contemplated by this Financing Agreement and to carry out its obligations hereunder. Issuer has
been duly authorized to execute and deliver this Financing Agreement. Issuer agrees that it will
do or cause to be done all things within its control and necessary to preserve and keep in full force and effect its existence.
(b) The Issuer shall issue its Bonds in the amount of $[XX,XXX,XXX] to provide funds to the Company for the costs associated with the Projects, subject to the consideration of the execution and delivery of this Financing Agreement, all for the benefit of the holders of the
Bonds, to retain employment opportunities in the City of Carmel, Indiana and to benefit the health and general welfare of the citizens of the City of Carmel and the State of Indiana, and to secure the Bonds by pledging certain of its rights and interest in this Financing Agreement to the Trustee.
Section 2.2. Representations by Company. Company represents and warrants that:
(a) It is a __________________ validly existing under the laws of the State of ______________ [and authorized to do business in the State of Indiana], is not in violation of any laws in any manner material to its ability to perform its obligations under this Financing Agreement, has full power to enter into and by proper action has duly authorized the execution and delivery of this Financing Agreement.
(b) The provision of financial assistance to be made available to it under this Financing Agreement from the proceeds of the Bonds and the commitments therefor made by the Issuer have induced the Company to undertake the Projects and such project will preserve jobs and employment opportunities within the boundaries of the City of Carmel, Indiana.
(c) Neither the execution and delivery of this Financing Agreement, the
consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Financing Agreement, conflicts with or results in a breach of the terms, conditions or provisions of the Company’s Operating Agreement or any restriction or any agreement or instrument to which the Company is now a party or by which it is bound or to which any of its property or assets is subject or (except in such manner as will not materially
impair the ability of the Company to perform its obligations hereunder) of any statute, order, rule or regulation of any court or governmental agency or body having jurisdiction over the Company or its property, or constitutes a default under any of the foregoing, or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Company under the terms of any instrument or agreement, except as set forth in this
Financing Agreement and the Indenture.
6
(d) There are no actions, suits or proceedings pending, or, to the knowledge of the Company, threatened, before any court, administrative agency or arbitrator which, individually
or in the aggregate, might result in any material adverse change in the financial condition of the
Company or might impair the ability of the Company to perform its obligations under this Financing Agreement.
(e) No event has occurred and is continuing which with the lapse of time or the giving of notice would constitute an event of default under this Financing Agreement.
(End of Article II)
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ARTICLE III
PARTICULAR COVENANTS OF THE ISSUER AND COMPANY
Section 3.1. Consent to Assignments to Trustee. The Company acknowledges and consents to the pledge and assignment of the Issuer’s rights hereunder to the Trustee pursuant to the Indenture and agrees that the Trustee may enforce the rights, remedies and privileges granted to the Issuer hereunder other than the rights of the Issuer to execute and deliver supplements and
amendments to this Financing Agreement pursuant to Section 6.1 hereof and in addition to the
rights retained by the Issuer pursuant to Section 4.1(c) hereof as well as those rights granted to the Issuer under Section 3.5 hereof and Section 6.7 of the Indenture.
Section 3.2. Payment of Principal and Interest. (a) In accordance with the Indenture, the Bonds are payable from the TIF Revenues derived from the Allocation Area.
(b) The Issuer covenants to collect and apply the Tax Increment and the TIF
Revenues in the manner required by Article IV of the Indenture.
Section 3.3. Maintenance of Existence. The Company agrees that it will maintain its existence as a _____________________, will not dissolve or otherwise dispose of all or substantially all of its assets, and will not consolidate with or merge into another entity, or permit one or more other entities to consolidate or merge with it; provided, that the Company may,
without violating the agreement contained in this Section, consolidate or merge with another entity, permit one or more other entities to consolidate or merge into it, or transfer to another entity organized under the laws of one of the states of the United States all or substantially all of its assets as an entirety and thereafter dissolve provided (a) the surviving, resulting or transferee entity, as the case may be, is organized under the laws of one of the states of the United States,
and (b) such entity assumes in writing all of the obligations of the Company herein, including the obligations of the Company under this Financing Agreement.
Section 3.4. Company Duties Under Indenture. The Company agrees to perform all matters provided by the Indenture to be performed by the Company and to comply with all provisions of the Indenture applicable to the Company.
Section 3.5. Indemnity The Company will pay, and protect, indemnify and save the Issuer (including members, directors, officials, officers, agents, attorneys and employees thereof), the Bondholders and the Trustee harmless from and against, all liabilities, losses, damages, costs, expenses (including attorneys’ fees and expenses of the Issuer and the Trustee), causes of action, suits, claims, demands and judgments of any nature arising from or relating to:
(a) Violation by the Company of any agreement or condition of this Financing Agreement;
(b) Violation of any contract, agreement or restriction by the Company relating to the Projects, or a part thereof;
8
(c) Violation of any law, ordinance or regulation by the Company in connection with the Projects, or a part thereof;
(d) Any act, failure to act or misrepresentation by the Company, or any of the
Company’s agents, contractors, servants, employees or licensees; and
(e) The provision of any information or certification furnished by the Company to the Bondholders in connection with the issuance and sale of the Bonds or the Projects.
The Company hereby further agrees to indemnify and hold harmless the Trustee from and
against any and all costs, claims, liabilities, losses or damages whatsoever (including reasonable
costs and fees of counsel, auditors or other experts), asserted or arising out of or in connection with the acceptance or administration of the trusts established pursuant to the Indenture, except costs, claims, liabilities, losses or damages resulting from the gross negligence or willful misconduct of the Trustee, including the reasonable costs and expenses (including the reasonable fees and expenses of its counsel) of defending itself against any such claim or liability in
connection with its exercise or performance of any of its duties hereunder and of enforcing this indemnification provision. The indemnifications set forth herein shall survive the termination of the Indenture and/or the resignation or removal of the Trustee for so long as the Bonds are outstanding.
The foregoing shall not be construed to prohibit the Company from pursuing its remedies
against either the Issuer or the Trustee for damages to the Company resulting from personal injury or property damage caused by the intentional misrepresentation or misconduct of either the Issuer or the Trustee.
Section 3.6. Payment of Expenses of Issuance of Bonds. The Company shall pay or cause to be paid from the proceeds of the Bonds the costs of issuance of the Bonds.
Section 3.7. Completion and Use of Projects.
(a) Company agrees that it will, within _____________ (___) months of the closing of the Bonds, make, execute, acknowledge and deliver any contracts, orders, receipts, writings and instructions with any other persons, firms or corporations and in general do all things reasonably within its power which may be requisite or proper, all for the acquisition,
construction, equipping and improvement of the Projects in compliance with the Plans and Specifications and, upon completion, the Projects will be operated and maintained in such manner as reasonably possible so as to conform with all applicable zoning, planning, building, environmental and other applicable governmental regulations and so as to be consistent with the Act.
(b) The Issuer shall deposit all proceeds from the sale of the Bonds in the manner specified in Article III of the Indenture, and the Issuer shall maintain such proceeds in the manner specified in Article IV of the Indenture. Under the Indenture, the Trustee, on behalf of the Issuer, is authorized and directed to make payments from the Project Fund to pay for the costs of the Projects, or to reimburse Company for any costs of the Projects, and to pay or
reimburse the costs of issuance for the Bonds. The Company agrees to direct such requisitions to
9
the Trustee as may be necessary to effect payments out of the Project Fund, as the case may be, for costs of the Projects in accordance with Section 4.4 of the Indenture and this Section 3.7.
(c) The Company shall provide a completion certificate with respect to the Projects in
the manner provided in Section 4.4(d) of the Indenture and any moneys remaining in the Project Fund after completion of the Projects shall be transferred and applied in the manner therein provided.
Section 3.8. Other Amounts Payable by the Company. The Company covenants and
agrees to pay the following, to the extent that such expenses are not included in the Bonds:
(a) All reasonable fees, charges and expenses, including agent and counsel fees and expenses, of the Trustee incurred under the Indenture, as and when the same become due to the extent TIF Revenues of the Redevelopment Commission are not available.
(b) An amount sufficient to reimburse the Issuer for all expenses reasonably incurred by the Issuer under this Financing Agreement and in connection with the performance of its
obligations under this Financing Agreement or the Indenture.
(c) All reasonable expenses incurred in connection with the enforcement of any rights under this Financing Agreement or the Indenture by the Issuer, the Trustee or the Bondholders.
(d) All other payments of whatever nature which the Company has agreed to pay or assume under the provisions of the Financing Agreement.
Notwithstanding anything in this Section 3.8 to the contrary, the Company may, without creating an event of default as herein defined, after making the payments required by this Section 3.8, contest in good faith the necessity for any such services, fees, charges or expenses of the Issuer or the Trustee.
(End of Article III)
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ARTICLE IV
EVENTS OF DEFAULT AND REMEDIES THEREFOR
Section 4.1. Events of Default.
(a) It shall be an Event of Default upon the failure of the Company to perform any covenant, condition or provision hereof and to remedy such default within 30 days after written notice thereof from the Trustee to the Company.
(b) During the occurrence and continuance of any Event of Default hereunder, the
Trustee, as assignee of the Issuer pursuant to the Indenture, and in addition to the rights retained by the Issuer as provided in Section 4.1(c) hereof, on behalf of any unpaid Bondholders shall have the rights and remedies hereinafter set forth, in addition to any other remedies herein or by law provided. The Trustee, personally or by attorney, may in its discretion, proceed to protect and enforce its rights by a suit or suits in equity or at law, whether for damages or for the specific
performance of any covenant or agreement contained in this Financing Agreement or in aid of the execution of any power herein granted, or for the enforcement of any other appropriate legal or equitable remedy, as the Trustee shall deem most effectual to protect and enforce any of its rights or duties hereunder. If after any Event of Default occurs and prior to the Trustee exercising any of the remedies provided in this Financing Agreement, the Company will have
completely cured such Event of Default, and shall have provided the Trustee with evidence thereof to the reasonable satisfaction of the Trustee, then in every case such Event of Default will be waived, rescinded and annulled by the Trustee by written notice given to the Company. No such waiver, annulment or rescission will affect any subsequent default or impair any right or remedy consequent thereon.
(c) Notwithstanding anything herein to the contrary, during the occurrence and continuance of an Event of Default by the Company arising from a breach of representations as set forth in Section 2.2 hereof, or a breach of the covenants of the Company set forth in Section 3.7 or 3.8 hereof, the Issuer may in its discretion, proceed to protect and enforce its rights under this Agreement by a suit or suits in equity or at law, whether for damages or for the specific
performance, including the recovery of reasonable attorney’s fees.
Section 4.2. Remedies Cumulative. No remedy herein conferred upon or reserved to the Trustee or Issuer is intended to be exclusive of any other remedy or remedies, and each and every such remedy shall be cumulative, and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute.
Section 4.3. Delay or Omission Not a Waiver. No delay or omission of the Trustee or Issuer to exercise any right or power accruing upon any Event of Default shall impair any such right or power, or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by this Financing Agreement to the Trustee and Issuer may be exercised from time to time and as often as may be deemed expedient
by the Trustee or Issuer, as the case may be.
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(End of Article IV)
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ARTICLE V
IMMUNITY
Section 5.1. Extent of Covenants of the Issuer; No Personal Liability. No recourse shall be had for the payment of the principal of or interest on any of the Bonds or for any claim based thereon or upon any obligation, covenant or agreement contained in the Bonds, the Indenture or this Financing Agreement against any past, present or future member, director, officer, agent,
attorney or employee of the Issuer, or any incorporator, member, director, officer, employee,
agent, attorney or trustee of any successor thereto, as such, either directly or through the Issuer or any successor thereto, under any rule of law or equity, statute or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such incorporator, member, director, officer, employee, agent, attorney or trustee as such is hereby
expressly waived and released as a condition of and consideration for the execution of the
Indenture and this Financing Agreement (and any other agreement entered into by the Issuer with respect thereto) and the issuance of the Bonds.
Section 5.2. Liability of Issuer. Any and all obligations of the Issuer under this Financing Agreement are special, limited obligations of the Issuer, payable solely out of the TIF Revenues and as otherwise provided under the Indenture. The obligations of the Issuer hereunder shall not
be deemed to constitute an indebtedness or an obligation of the Issuer, the State or any political subdivision or taxing authority thereof within the purview of any constitution limitation or provision, or a pledge of the faith and credit or a charge against the credit or general taxing powers, if any, of the Issuer, the State or any political subdivision or taxing authority thereof.
(End of Article V)
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ARTICLE VI
SUPPLEMENTS AND AMENDMENTS TO THIS FINANCING AGREEMENT
Section 6.1. Supplements and Amendments to this Financing Agreement. Subject to the provisions of Article X of the Indenture, the Company and the Issuer may from time to time enter into such supplements and amendments to this Financing Agreement as to them may seem necessary or desirable to effectuate the purposes or intent hereof.
(End of Article VI)
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ARTICLE VII
MISCELLANEOUS PROVISIONS
Section 7.1. Financing Agreement for Benefit of Parties Hereto. Nothing in this Financing Agreement, express or implied, is intended or shall be construed to confer upon, or to give to, any person other than the parties hereto, their successors and assigns, any right, remedy or claim under or by reason of this Financing Agreement or any covenant, condition or
stipulation hereof; and the covenants, stipulations and agreements in this Financing Agreement
contained are and shall be for the sole and exclusive benefit of the parties hereto, their successors and assigns, and the Trustee.
Section 7.2. Severability. In case any one or more of the provisions contained in this Financing Agreement shall be invalid, illegal or unenforceable in any respect, the validity,
legality and enforceability of the remaining provisions contained herein and therein shall not in
any way be affected or impaired thereby.
Section 7.3. Addresses for Notice and Demands. All notices, demands, certificates or other communications hereunder shall be sufficiently given when received or your first refusal thereof and mailed by registered or certified mail, postage prepaid, or sent by nationally recognized overnight courier with proper address as indicated below. The Issuer, the Company
and the Trustee may, by written notice given by each to the others, designate any address or addresses to which notices, demands, certificates or other communications to them shall be sent when required as contemplated by this Financing Agreement. Until otherwise provided by the respective parties, all notices, demands, certificates and communications to each of them shall be addressed as follows:
To the Issuer: City of Carmel, Indiana Attention: Mayor One Civic Square Carmel, Indiana 46032
To the Company: [Company] Attention: ____________ _____________________ _____________________
To the Trustee: [Trustee] ______________________ ______________________ ______________________
Section 7.4. Successors and Assigns. Whenever in this Financing Agreement any of the parties hereto is named or referred to, the successors and assigns of such party shall be deemed to be included and all the covenants, promises and agreements in this Financing Agreement contained by or on behalf of the Company, or by or on behalf of the Issuer, shall bind and inure
15
to the benefit of the respective successors and assigns, whether so expressed or not. Provided, however, the Company may not assign its rights or obligations under this Financing Agreement
to any party other than an affiliate of the Company without the consent of the Issuer.
Section 7.5. Counterparts. This Financing Agreement is being executed in any number of counterparts, each of which is an original and all of which are identical. Each counterpart of this Financing Agreement is to be deemed an original hereof and all counterparts collectively are to be deemed but one instrument.
Section 7.6. Governing Law. It is the intention of the parties hereto that this Financing
Agreement and the rights and obligations of the parties hereunder shall be governed by and construed and enforced in accordance with, the laws of Indiana.
(End of Article IX)
DMS 40742683.2
IN WITNESS WHEREOF, the Issuer and the Company have caused this Financing Agreement to be executed in their respective names as of the date first above written.
[COMPANY, a ______________]
By: _______________________________
Printed: Title:
“THE ISSUER”
CITY OF CARMEL, INDIANA
Mayor
Attest:
Clerk
[SIGNATURE PAGE OF THE FINANCING AGREEMENT BETWEEN [COMPANY] AND THE CITY OF CARMEL, INDIANA]
TRUST INDENTURE
BETWEEN CITY OF CARMEL, INDIANA
AND [TRUSTEE],
Indianapolis, Indiana As Trustee $[XX,XXX,XXX] CITY OF CARMEL, INDIANA ECONOMIC DEVELOPMENT TAX INCREMENT REVENUE BONDS, SERIES 20____ (VALENTINA PROJECT) Dated as of _____________ 1, 20___
TABLE OF CONTENTS
Page
ARTICLE I. DEFINITIONS ........................................................................................................ 10
Section 1.1. Terms Defined .............................................................................................. 10 Section 1.2. Rules of Interpretation .................................................................................. 13 Section 1.3. Exhibits ......................................................................................................... 14
ARTICLE II. THE BONDS .......................................................................................................... 15
Section 2.1. Authorized Amount of Series 20__ Bonds ................................................... 15
Section 2.2. Issuance of Series 20__ Bonds ..................................................................... 15 Section 2.3. Payment on Bonds ........................................................................................ 16 Section 2.4. Execution; Limited Obligation ..................................................................... 17 Section 2.5. Authentication ............................................................................................... 17 Section 2.6. Form of Bonds .............................................................................................. 17
Section 2.7. Delivery of Series 20__ Bonds ..................................................................... 18 Section 2.8. Issuance of Additional Bonds ....................................................................... 18 Section 2.9. Mutilated, Lost, Stolen, or Destroyed Bonds ................................................ 19 Section 2.10. Registration and Exchange of Bonds; Persons Treated as Owners .............. 20
ARTICLE III. APPLICATION OF SERIES 20__ BONDS PROCEEDS ................................... 21
Section 3.1. Deposit of Funds ........................................................................................... 21
ARTICLE IV. REVENUE AND FUNDS .................................................................................... 22 Section 4.1. Source of Payment of Bonds......................................................................... 22 Section 4.2. Bond Fund ..................................................................................................... 22 Section 4.3. Surplus Fund ................................................................................................. 23
Section 4.4. Construction Fund ......................................................................................... 23 Section 4.5. TIF Revenues ................................................................................................ 24 Section 4.6. Trust Funds ................................................................................................... 25 Section 4.7. Investment ..................................................................................................... 25
ARTICLE V. REDEMPTION OF SERIES 20__ BONDS BEFORE MATURITY ................... 26
Section 5.1. Redemption Dates and Prices ....................................................................... 26 Section 5.2. Notice of Redemption ................................................................................... 26 Section 5.3. Cancellation .................................................................................................. 26 Section 5.4. Redemption Payments .................................................................................. 26 Section 5.5. Partial Redemption of Bonds ........................................................................ 26
ARTICLE VI. GENERAL COVENANTS................................................................................... 28 Section 6.1. Payment of Principal and Interest ................................................................. 28 Section 6.2. Performance of Covenants ............................................................................ 28 Section 6.3. Ownership; Instruments of Further Assurance ............................................. 29 Section 6.4. Filing of Indenture, Financing Agreement and Security Instruments ........... 29
Section 6.5. Inspection of Books ...................................................................................... 29 Section 6.6. List of Bondholders....................................................................................... 29
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Section 6.7. Rights Under Financing Agreement ............................................................. 29 Section 6.8. Investment of Funds ...................................................................................... 29
Section 6.9. Non-presentment of Bonds ........................................................................... 29
ARTICLE VII. DEFAULTS AND REMEDIES .......................................................................... 31 Section 7.1. Events of Default .......................................................................................... 31 Section 7.2. Acceleration .................................................................................................. 31 Section 7.3. Remedies; Rights of Bondholders ................................................................ 31
Section 7.4. Right of Bondholders to Direct Proceedings ................................................ 32
Section 7.5. Application of Moneys ................................................................................. 32 Section 7.6. Remedies Vested In Trustee ......................................................................... 33 Section 7.7. Rights and Remedies of Bondholders ........................................................... 34 Section 7.8. Termination of Proceedings .......................................................................... 34
Section 7.9. Waivers of Events of Default ........................................................................ 34
ARTICLE VIII. THE TRUSTEE AND PAYING AGENT ......................................................... 36 Section 8.1. Acceptance of the Trusts ............................................................................... 36 Section 8.2. Fees, Charges and Expenses of Trustee and Paying Agent .......................... 39 Section 8.3. Notice to Bondholders if Default Occurs...................................................... 39 Section 8.4. Intervention by Trustee ................................................................................. 39
Section 8.5. Successor Trustee.......................................................................................... 39 Section 8.6. Resignation by the Trustee............................................................................ 40 Section 8.7. Removal of the Trustee ................................................................................. 40 Section 8.8. Appointment of Successor Trustee by the Bondholders; Temporary Trustee .......................................................................................................... 40
Section 8.9. Concerning Any Successor Trustees ............................................................ 40 Section 8.10. Trustee Protected in Relying Upon Resolutions, etc .................................... 41 Section 8.11. Appointment of Paying Agent and Registrar; Resignation or Removal of Paying Agent ........................................................................................... 41
ARTICLE IX. SUPPLEMENTAL INDENTURES ..................................................................... 42
Section 9.1. Supplemental Indentures Not Requiring Consent of Bondholders ............... 42 Section 9.2. Supplemental Indentures Requiring Consent of Bondholders ...................... 42 Section 9.3. Opinion ......................................................................................................... 43
ARTICLE X. AMENDMENTS TO THE FINANCING AGREEMENT .................................... 44 Section 10.1. Amendments, etc........................................................................................... 44
Section 10.2. Amendments, etc........................................................................................... 44 Section 10.3. Opinion ......................................................................................................... 44
ARTICLE XI. MISCELLANEOUS ............................................................................................. 45 Section 11.1. Satisfaction and Discharge ............................................................................ 45 Section 11.2. Defeasance of Bonds..................................................................................... 45
Section 11.3. Cancellation of Series 20__ Bonds ............................................................... 46 Section 11.4. Application of Trust Money .......................................................................... 46 Section 11.5. Consents, etc., of Bondholders ..................................................................... 47 Section 11.6. Limitation of Rights ...................................................................................... 47
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Section 11.7. Severability ................................................................................................... 47 Section 11.8. Notices .......................................................................................................... 48
Section 11.9. Counterparts .................................................................................................. 48
Section 11.10. Applicable Law ............................................................................................. 48 Section 11.11. Immunity of Officers and Directors .............................................................. 48 Section 11.12. Holidays ........................................................................................................ 48
TRUST INDENTURE
THIS TRUST INDENTURE dated as of the ____ day of _____________, 20___, by and
between the CITY OF CARMEL, INDIANA (“Issuer”), a municipal corporation duly organized
and existing under the laws of the State of Indiana and [TRUSTEE], a [national banking association duly organized, existing and authorized to accept and execute trusts of the character herein set out under the laws of the United States of America with its Indiana corporate trust office in the City of Indianapolis, Indiana], as Trustee (“Trustee”);
WITNESSETH:
WHEREAS, Indiana Code, Title 36, Article 7, Chapters 11.9, 12, 14 and 25 (collectively, “Act”), authorize and empower the Issuer to issue revenue bonds and to provide the proceeds therefrom for the purpose of financing economic development facilities and vests such Issuer with powers that may be necessary to enable it to accomplish such purposes; and
WHEREAS, in accordance with the provisions of the Act, the Issuer has induced
[Company or an affiliate thereof] (the “Company”), to proceed with the construction of the projects described in Exhibit A attached hereto (the “Projects”) in the jurisdiction of the Issuer by offering to issue its Economic Development Tax Increment Revenue Bonds, Series 20_____ (Valentina Project) in the aggregate principal amount of $[XX,XXX,XXX] (“Series 20__ Bonds”) pursuant to this Trust Indenture and to provide the proceeds thereof to the Company
pursuant to the Financing Agreement, dated as of _____________ 1, 20___ (“Financing Agreement”) for the purpose of paying certain costs of the Projects[, including capitalized interest on the Series 20__ Bonds]; and
WHEREAS, the execution and delivery of this Indenture and the issuance of revenue bonds under the Act as herein provided have been in all respects duly and validly authorized by
proceedings duly passed on and approved by the Issuer; and
WHEREAS, after giving notice in accordance with the Act and IC 5-3-1-4, the Issuer held a public hearing, and upon finding that the Projects and the proposed financing thereof will create additional employment opportunities in the City of Carmel; will benefit the health, safety, morals, and general welfare of the citizens of the Issuer and the State of Indiana; and will comply
with the purposes and provisions of the Act, adopted an ordinance approving the proposed financing; and
WHEREAS, the Act provides that such bonds may be secured by a trust indenture between the Issuer and a corporate trustee; and
WHEREAS, the execution and delivery of this Trust Indenture (“Indenture”), and the
issuance of the Series 20__ Bonds hereunder have been in all respects duly and validly authorized by an ordinance duly passed and approved by the Issuer (the “Ordinance”); and
WHEREAS, Indiana Code, Title 36, Article 7, Chapter 14 provides that a redevelopment commission of the Issuer may pledge certain incremental property taxes to pay, in whole or in part, amounts due on the Series 20__ Bonds; and
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WHEREAS, the Carmel Redevelopment Commission has, by resolution, irrevocably dedicated and pledged to the Issuer the TIF Revenues (as hereinafter defined) to pay the Series
20__ Bonds; and
WHEREAS, the Series 20__ Bonds and the Trustee’s certificate of authentication to be endorsed thereon are all to be in substantially the following forms, and any Additional Bonds and Trustee’s certificate of authentication are also to be in substantially the following forms (except as to redemption, sinking fund and other provisions peculiar to such Additional Bonds), with
necessary and appropriate variations, omissions and insertions as permitted or required by this
Indenture, to-wit:
(Form of Series 20__ Bond) R - __
UNITED STATES OF AMERICA
STATE OF INDIANA COUNTY OF HAMILTON
CITY OF CARMEL, INDIANA ECONOMIC DEVELOPMENT TAX INCREMENT REVENUE BOND, SERIES 20__ (VALENTINA PROJECT)
MATURITY DATES INTEREST RATE ORIGINAL DATE AUTHENTICATION DATE
As set forth in Exhibit A _____% ___________, 20___ _________, 20___ REGISTERED OWNER: _____________________________
PRINCIPAL AMOUNT: ___________________________ DOLLARS ($[XX,XXX,XXX])
The City of Carmel, Indiana (“Issuer”), a municipal corporation duly organized and existing under the laws of the State of Indiana, for value received, hereby promises to pay in lawful money of the United States of America to the Registered Owner listed above, but solely from available amounts held in the Trust Estate (including TIF Revenues) hereinafter referred to
pledged and assigned for the payment hereof, the Principal Amount set forth above or such lesser amount as has been advanced and remains unpaid on the Maturity Dates specified on Exhibit A, unless this Series 20__ Bond shall have previously been called for redemption and payment of the redemption price made or provided for or unless payments shall be accelerated as provided in the Indenture, and to pay interest thereon until the Principal Amount shall be fully paid at the
Interest Rate stated above on the unpaid principal amount hereof in like money, but solely from
those payments, payable on ________ 1, 20____, and on each February 1 and August 1 thereafter (“Interest Payment Dates”) until the unpaid Principal Amount advanced is paid in full.
The unpaid principal amount of this Series 20__ Bond shall be the total amounts advanced by the Registered Owner from time to time, less any prior redemption of the principal
amount due, as set forth on Exhibit B hereto. The aggregate amount of advances made under
this Series 20__ Bond may not exceed $[XX,XXX,XXX]. The principal amounts advanced shall
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be evidenced by the execution by the Controller of the City of a Disbursement Request in form and substance satisfactory to the Registered Owner.
Interest on this bond shall be payable from the interest payment date to which interest has
been paid next preceding the Authentication Date of this bond unless this bond is authenticated after the fifteenth day of the month immediately preceding the interest payment date (the “Record Date”) and on or before such interest payment date in which case it shall bear interest from such interest payment date, or unless this bond is authenticated on or before _________ 15,
20____, in which case it shall bear interest from the Original Date, which interest is payable
semi-annually on February 1 and August 1 of each year, beginning on _______ 1, 20___. Interest shall be calculated on the basis of a 360-day year comprised of twelve 30-day months.
The principal and premium, if any, of this Series 20__ Bond are payable at the office of [Trustee], as Trustee, in the Indianapolis, Indiana, or at the principal office of any successor
trustee or paying agent, or, if payment is made to a depository, by wire transfer of immediately
available funds on the payment date. All payments of interest hereon will be made by the Trustee by check mailed on each Interest Payment Date to the Registered Owner hereof at the address shown on the registration books of the Trustee as maintained by the Trustee, as registrar, determined on the Record Date next preceding such Interest Payment Date, or, if payment is made to a depository, by wire transfer of immediately available funds on the Interest Payment
Date. If the payment date occurs on a date when financial institutions are not open for business, the wire transfer shall be made on the next succeeding business day. The Trustee shall wire transfer payments so such payments are received at the depository by 2:30 p.m. (New York City time).
This Series 20__ Bond is the only one of the Issuer’s Economic Development Tax
Increment Revenue Bonds, Series 20_____ (Valentina Project) (hereinbefore and hereinafter the “Series 20__ Bonds”) which are being issued under the hereinafter described Indenture in the aggregate principal amount of $[XX,XXX,XXX]. The Series 20__ Bonds are being issued for the purpose of providing funds to finance the construction of certain infrastructure and related improvements (“Projects”) located in or directly serving and benefiting the City Center
Redevelopment Area in the City of Carmel, Indiana, to be constructed by [Company] (“Company”), by providing such funds to the Company pursuant to the Financing Agreement dated as of _______________ 1, 20___ (“Financing Agreement”) between the Company and the Issuer. Except as otherwise provided in Section 2.2 of the Indenture, each Series 20__ Bond will be payable on parity with all other Series 20__ Bonds.
The Series 20__ Bonds are issued under and entitled to the security of a Trust Indenture dated as of _______________ 1, 201___ (“Indenture”) duly executed and delivered by the Issuer to [Trustee], as Trustee (the term “Trustee” where used herein referring to the Trustee or its successors), pursuant to which Indenture, the Trust Estate including the TIF Revenues (each as defined in the Indenture ) and all rights of the Issuer under the Financing Agreement, except
certain rights to payment for expenses, indemnity rights and rights to perform certain discretionary acts as set forth in the Financing Agreement, are pledged and assigned by the Issuer to the Trustee as security for the Series 20__ Bonds.
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THE OWNER OF THIS BOND, BY ACCEPTANCE OF THIS SERIES 20__ BOND, HEREBY AGREES TO ALL OF THE TERMS AND PROVISIONS IN THE INDENTURE
AND THIS SERIES 20__ BOND AND ACKNOWLEDGES THAT:
1. It is an “accredited investor” (as defined in Rule 501(a)(8) under the Securities Act of 1933, as amended (“1933 Act”)), purchasing bonds for its own account, and it is acquiring the Series 20__ Bonds for investment purposes and not with a view to, or for offer or sale in connection with, any distribution in violation of the 1933 Act. It has such knowledge and
experience in financial and business matters as to be capable of evaluating the merits and risk of
its investment in the Series 20__ Bonds, and it, and any investor accounts for which it is acting are able to bear the economic risk of their or its investment for an indefinite period of time. It confirms that neither the Issuer nor any person acting on its behalf has offered to sell the Series 20__ Bonds by, and that it has not been made aware of the offering of the Series 20__ Bonds by,
any form of general solicitation or general advertising, including, but not limited to, any
advertisement, article, notice or other communication published in any newspaper, magazine or similar media or a broadcast over television or radio.
2. It is familiar with the Issuer and the Company; it has received such information concerning the Issuer and the Company, the Series 20__ Bonds and the Trust Estate including the TIF Revenues (as defined in the Indenture), as it deems to be necessary in connection with
investment in the Series 20__ Bonds. It has received, read and commented upon copies of the Indenture and the Financing Agreement. Prior to the purchase of the Series 20__ Bonds, it has been provided with the opportunity to ask questions of and receive answers from the representatives of the Issuer and the Company concerning the terms and conditions of the Series 20__ Bonds, the tax status of the Series 20__ Bonds, legal opinions and enforceability of
remedies, the security therefor, and property tax reform, and to obtain any additional information needed in order to verify the accuracy of the information obtained to the extent that the Issuer and the Company possess such information or can acquire it without unreasonable effort or expense. It is not relying on Barnes & Thornburg LLP or Baker Tilly Municipal Advisors, LLC for information concerning the financial status of the Issuer and the Company or the ability of the
Issuer and the Company to honor their respective financial obligations or other covenants under the Series 20__ Bonds, the Indenture or the Financing Agreement. It understands that the projection of TIF Revenues prepared in connection with the issuance of the Series 20__ Bonds has been based on estimates of the investment in real property provided by the Company.
3. It is acquiring the Series 20__ Bonds for its own account with no present intent to
resell; and will not sell, convey, pledge or otherwise transfer the Series 20__ Bonds to an entity that is not an accredited investor without prior compliance with applicable registration and disclosure requirements of state and federal securities laws.
4. It understands that the Series 20__ Bonds have not been registered under the 1933 Act and, unless so registered, may not be sold to an entity that is not an accredited investor
without registration under the 1933 Act or an exemption therefrom. It is aware that it may transfer or sell the Series 20__ Bonds to an entity that is not an accredited investor only if the Trustee shall first have received (i) a satisfactory opinion of counsel that the sale or transfer will not violate the 1933 Act, the Securities Exchange Act of 1934 and the Investment Company Act of 1940 and regulations issued pursuant to such Acts, or (ii) a no-action letter of the staff of the
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Securities and Exchange Commission that the staff will recommend that no action be taken with respect to such sale or transfer, or (iii) a certificate stating that it reasonably believes that the
transferee is a “Qualified Institutional Buyer” within the meaning of Section (a) of Rule 144A
(“Rule 144A”) promulgated by the Securities and Exchange Commission pursuant to the 1933 Act and has informed the transferee of the transfer restrictions applicable to the Series 20__ Bonds and that the transferor may be relying upon Rule 144A with respect to the transfer of the Series 20__ Bonds.
5. It understands that the sale or transfer of the Series 20__ Bonds in principal
amounts less than $100,000 to an entity that is not an accredited investor is prohibited other than through a primary offering.
6. It has investigated the security for the Series 20__ Bonds, including the availability of the Trust Estate including the TIF Revenues to its satisfaction, and it understands
that the Series 20__ Bonds are payable from the available Trust Estate including the TIF
Revenues. It further understands that the Issuer does not have the power or the authority to levy a tax to pay the principal of or interest on the Series 20__ Bonds.
It is provided in the Indenture that the Issuer may hereafter issue Additional Bonds (as defined in the Indenture) from time to time under certain terms and conditions contained therein (such Additional Bonds and the Series 20__ Bonds are hereinafter collectively referred to as the
“Bonds”). Reference is made to the Indenture and to all indentures supplemental thereto and to the Financing Agreement for a description of the nature and extent of the security, the rights, duties and obligations of the Issuer and the Trustee, the rights of the holders of the Bonds, the issuance of Additional Bonds and the terms on which the Bonds are or may be issued and secured, and to all the provisions of which the holder hereof by the acceptance of this Series
20__ Bond assents.
The Series 20__ Bonds are issuable in registered form without coupons in the denominations of $100,000 and any $1.00 integral multiples thereafter. The sale or transfer of this Series 20__ Bond in principal amounts of less than $100,000 is prohibited to an entity that is not an accredited investor other than through a primary offering. This Series 20__ Bond is
transferable by the registered holder hereof in person or by its attorney duly authorized in writing at the designated office of the Trustee, but only in the manner, subject to the limitations and upon payment of the charges provided in the Indenture and upon surrender and cancellation of this Series 20__ Bond. Upon such transfer a new registered Bond will be issued to the transferee in exchange therefor.
The Issuer, the Trustee and the Paying Agent may deem and treat the Registered Owner hereof as the absolute owner hereof for the purpose of receiving payment of or on account of principal hereof and premium, if any, hereon and interest due hereon and for all other purposes and neither the Issuer nor the Trustee nor the Paying Agent shall be affected by any notice to the contrary.
If sufficient funds are on deposit in the Bond Fund, the Series 20__ Bonds shall be subject to redemption prior to maturity at the option of the Issuer on any date, upon thirty (30) days’ notice, in whole or in part in such order of maturity as the Issuer shall direct and by lot
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within maturities on any date, from any moneys made available for that purpose, at face value and without premium, plus in each case accrued interest to the date fixed for redemption.
If any of the Series 20__ Bonds are called for redemption as aforesaid, notice thereof
identifying the Series 20__ Bonds to be redeemed will be given by mailing a copy of the redemption notice by first class mail not less than thirty (30) days nor more than sixty (60) days prior to the date fixed for redemption to the Registered Owner of the Series 20__ Bonds to be redeemed at the address shown on the registration books; provided, however, that failure to give
such notice by mailing, or any defect therein with respect to any registered Series 20__ Bond,
shall not affect the validity of any proceedings for the redemption of other Series 20__ Bonds.
All Series 20__ Bonds so called for redemption will cease to bear interest on the specified redemption date, provided funds for their redemption are on deposit at the place of payment at that time, and shall no longer be protected by the Indenture and shall not be deemed
to be outstanding under the provisions of the Indenture.
This Series 20__ Bond is transferable by the Registered Owner hereof at the principal corporate trust office of the Trustee upon surrender and cancellation of this Series 20__ Bond and on presentation of a duly executed written instrument of transfer and thereupon a new Series 20__ Bond or Series 20__ Bonds of the same aggregate principal amount and maturity and in authorized denominations will be issued to the transferee or transferees in exchange therefor.
The Series 20__ Bonds, and the interest payable thereon, do not and shall not represent or constitute a debt of the Issuer within the meaning of the provisions of the constitution or statutes of the State of Indiana or a pledge of the faith and credit of the Issuer. The Series 20__ Bonds, as to both principal and interest, are not an obligation or liability of the State of Indiana, or of any political subdivision or taxing authority thereof, but are a special limited obligation of the Issuer and payable solely and only from the trust estate consisting of funds and accounts held under the Indenture and the TIF Revenues pledged and assigned for their payment in accordance with the Indenture (“Trust Estate”). Neither the faith and credit nor the taxing power of the Issuer, the State of Indiana or any political subdivision or taxing authority thereof is pledged to the payment of the principal of, premium, if any, or the interest on this Series 20__ Bond. The Series 20__ Bonds do not grant the owners or holders thereof any right to have the Issuer, the State of Indiana or its General Assembly, or any political subdivision or taxing authority of the State of Indiana, levy any taxes or appropriate any funds for the payment of the principal of, premium, if any, or interest on the Series 20__ Bonds. No covenant or agreement contained in the Series 20__ Bonds or the Indenture shall be deemed to be a covenant or agreement of the Redevelopment Commission, the Carmel Economic Development Commission (“Commission”), the Issuer or of any member, director, officer, agent, attorney or employee of the Redevelopment Commission, the Commission or the Issuer in his or her individual capacity, and neither the Redevelopment Commission, Commission, the Issuer nor any member, director, officer, agent, attorney or employee of the Redevelopment Commission, the Commission or the Issuer executing the Series 20__ Bonds shall be liable personally on the Series 20__ Bonds or be subject to any personal liability or accountability by reason of the issuance of the Series 20__ Bonds.
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The holder of this Series 20__ Bond shall have no right to enforce the provisions of the Indenture or to institute action to enforce the covenants therein, or to take any action with respect
to any event of default under the Indenture, or to institute, appear in or defend any suit or other
proceedings with respect thereto, except as provided in the Indenture. In certain events, on the conditions, in the manner and with the effect set forth in the Indenture, the principal of all the Bonds issued under the Indenture and then outstanding may become or may be declared due and payable before the stated maturity thereof, together with interest accrued thereon. Modifications
or alterations of the Indenture, or of any supplements thereto, may be made to the extent and in
the circumstances permitted by the Indenture. The Issuer’s obligation to pay TIF Revenues shall not be subject to acceleration.
It is hereby certified that all conditions, acts and things required to exist, happen and be performed under the laws of the State of Indiana and under the Indenture precedent to and in the
issuance of this Series 20__ Bond, exist, have happened and have been performed, and that the
issuance, authentication and delivery of this Series 20__ Bond have been duly authorized by the Issuer.
This Series 20__ Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Indenture until the certificate of authentication hereon shall have been duly executed by the Trustee.
IN WITNESS WHEREOF, the City of Carmel, Indiana, in Hamilton County, has caused this Series 20__ Bond to be executed in its name and on its behalf by the manual or facsimile signature of its Mayor and its corporate seal to be hereunto affixed manually or by facsimile and attested to by the manual or facsimile signature of its Clerk all as of the Original Date.
CITY OF CARMEL, INDIANA
By: Mayor (SEAL)
Attest: Clerk
(FORM OF TRUSTEE’S CERTIFICATE OF AUTHENTICATION)
This Series 20__ Bond is one of the Series 20__ Bonds described in the within mentioned Trust Indenture.
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[TRUSTEE], Trustee
By: Authorized Signatory ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto
____________________________ (Please Print or Typewrite Name and Address) the within Series 20__ Bond and all rights, title and interest thereon, and hereby irrevocably constitutes and appoints ____________________________ attorney to transfer the within Series 20__ Bond on the books kept for registration thereof, with full power of substitution in the premises.
Dated:
Signature Guaranteed:
NOTICE: Signature(s) must be guaranteed
by an eligible guarantor institution participating in a Securities Transfer Association recognized signature guarantee program.
NOTICE: The signature of this assignment
must correspond with the name of the registered owner as it appears upon the face of the within Series 20__ Bond in every particular, without alteration or enlargement or any change whatever.
The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:
TEN. COM. as tenants in common TEN. ENT. as tenants by the entireties JT. TEN. as joint tenants with right of survivorship and not as tenants in
common UNIF. TRANS. MIN. ACT Custodian (Cust.) (Minor)
under Uniform Transfers to Minors Act of (State)
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Additional abbreviations may also be used though not in the above list.
Exhibit A
Maturity Date Amount
Exhibit B
SCHEDULE OF OUTSTANDING BALANCE OF CITY OF CARMEL, INDIANA ECONOMIC DEVELOPMENT REVENUE BOND, SERIES 20__ (VALENTINA PROJECT)
Date Amount Advance Amount of Payment Outstanding Balance Acknowledgment of City Acknowledgment of Trustee
(End of Bond Form)
NOW, THEREFORE, THIS INDENTURE WITNESSETH: That in order to secure the payment of the principal of and interest and premium, if any, on the Bonds to be issued under this Indenture according to their tenor, purport and effect, and in order to secure the performance
and observance of all the covenants and conditions herein and in the Bonds contained, and in
order to declare the terms and conditions upon which the Bonds are issued, authenticated, delivered, secured and accepted by all persons who shall from time to time be or become holders thereof, and for and in consideration of the mutual covenants herein contained, of the acceptance by the Trustee of the trust hereby created, and of the purchase and acceptance of the Bonds by
the holders or obligees thereof, the Issuer has executed and delivered this Indenture, and by these
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presents does hereby convey, grant, assign, pledge and grant a security interest in, unto the Trustee, its successor or successors and its or their assigns forever, with power of sale, all and
singular, the property hereinafter described (“Trust Estate”):
GRANTING CLAUSE
All right, title and interest of the Issuer in and to the TIF Revenues (such pledge to be effective as set forth in IC 5-1-14-4 and IC 36-7-14-39 without filing or recording of this Indenture or any other instrument), the Financing Agreement (except the rights reserved to the
Issuer) and all moneys and the Qualified Investments held by the Trustee from time to time in
the Funds and Accounts created hereunder;
TO HAVE AND TO HOLD the same unto the Trustee, and its successor or successors and its or their assigns forever;
IN TRUST, NEVERTHELESS, upon the terms and trusts herein set forth, to secure the payment of the Bonds to be issued hereunder, and premium, if any, payable upon redemption or
prepayment thereof, and the interest payable thereon, and to secure also the observance and performance of all the terms, provisions, covenants and conditions of this Indenture, and for the benefit and security of all and singular the holders of all Bonds issued hereunder, and it is hereby mutually covenanted and agreed that the terms and conditions upon which the Bonds are to be issued, authenticated, delivered, secured and accepted by all persons who shall from time to time
be or become the holders thereof, and the trusts and conditions upon which the pledged moneys and revenues are to be held and disbursed, are as follows:
ARTICLE I. DEFINITIONS
Section 1.1. Terms Defined. In addition to the words and terms elsewhere defined in this Indenture, the following words and terms as used in this Indenture shall have the following meanings unless the context or use indicates another or different meaning or intent:
“Additional Bonds” shall have the meaning assigned in Section 2.8 of this Indenture.
“Annual Fees” means annual Trustee Fees and any other ongoing fees relating to
payment of debt service on the Series 20__ Bonds.
“Area” means the __________ Allocation Area as such allocation area may be expanded from time to time.
“Authorized Representative” means any officer of the Company as evidence by written certificate furnished to the Trustee containing the specimen signature of such person and signed
on behalf of the Company by its President.
“Bonds” means any Bonds issued pursuant to this Indenture, including the Series 20__ Bonds and any Additional Bonds.
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“Business Day” means a day on which the office of the Trustee is open for business.
“Company” means [Company], or its permitted successor or assign, as more fully
provided in the Financing Agreement.
“Controller” means the Controller of the City.
“Costs of Construction” means the following categorical costs of providing for an “economic development project” as defined and set forth in the Act:
(i) the “Bond Issuance Costs”, namely the costs, fees and expenses incurred
or to be incurred by the Issuer and the Company in connection with the issuance and sale
of the Series 20__ Bonds, including placement or other financing fees (including applicable counsel fees), the fees and disbursements of bond counsel, fees of the Issuer’s financial advisor, the acceptance fee of the Trustee, application fees and expenses, publication costs, the filing and recording fees in connection with any filings or recording necessary under the Indenture or to perfect the lien thereof, the out-of-pocket costs of the
Issuer, the fees and disbursements of counsel to the Company, the fees and disbursements of the Company’s accountants and advisers, the fees and disbursements of counsel to the Issuer, the fees and disbursements of counsel to the purchaser of the Bonds, the costs of preparing or printing the Series 20__ Bonds and the documentation supporting the issuance of the Series 20__ Bonds, the costs of reproducing documents, and any other
costs of a similar nature reasonably incurred;
(ii) the “Capitalized Interest Costs”, namely a portion of the interest on the Series 20__ Bonds from the date of their original delivery through and including _________ 1, 20___;
(iii) the cost of insurance of all kinds that may be required or necessary in
connection with the construction of the Projects;
(iv) all costs and expenses which Issuer or Company shall be required to pay, under the terms of any contract or contracts (including the architectural and engineering, development, and legal services with respect thereto), for the construction of the Projects; and
(v) any sums required to reimburse Issuer or Company for advances made by either of them subsequent to the date of inducement by the Issuer for any of the above items or for any other costs incurred and for work done by either of them which are properly chargeable to the Projects.
“Event of Default” means those events of default specified in and defined by Section 7.1
hereof.
“Financing Agreement” means the Financing Agreement, dated as of ____________ 1, 20___, between the Company and the Issuer and all amendments and supplements thereto.
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“Fiscal Year” shall mean a period of twelve consecutive months constituting the fiscal year of the Company commencing on the first day of January of any year and ending on the last
day of December of such year, both inclusive, or such other period as hereafter may be
established from time to time for budgeting and accounting purposes by the Company or by the governing body of any successor entity to the Company.
“Indenture” means this instrument as originally executed or as it may from time to time be amended or supplemented pursuant to Article IX.
“Interest Payment Date” on the Series 20__ Bonds means each February 1 and August 1,
commencing ____________ 1, 20___.
“Interest Period” has the meaning set forth in the form of Series 20__ Bond set forth in the recitals to this Indenture.
“Issuer” means the City of Carmel, Indiana, a municipal corporation organized and validly existing under the laws of the State of Indiana or any successor to its rights and
obligations under the Financing Agreement and the Indenture.
“Opinion of Counsel” shall mean an opinion in writing signed by legal counsel who may be an employee of or counsel to the Company.
“Ordinance” means Ordinance No. ___________ adopted by the Common Council of the Issuer on _____________, 20__ authorizing the issuance of the Bonds in or more series in the
aggregate principal amount not to exceed $______________.
“Outstanding” or “Bonds outstanding” means all Bonds which have been duly authenticated, and delivered by the Trustee under this Indenture, except:
(b) Bonds canceled after purchase in the open market or because of payment at or redemption prior to maturity;
(c) Bonds for the redemption of which cash or investments (but only to the extent that the full faith and credit of the United States of America are pledged to the timely payment thereof) shall have been theretofore deposited with the Trustee (whether upon or prior to the maturity or redemption date of any such Bonds); provided that if such Bonds are to be redeemed prior to the maturity thereof, notice of such redemption shall have been given or arrangements
satisfactory to the Trustee shall have been made therefor, or waiver of such notice satisfactory in form to the Trustee, shall have been filed with the Trustee; and
(d) Bonds in lieu of which others have been authenticated under Section 2.9.
“Paying Agent” means [Trustee], in its capacity as paying agent hereunder, and any successor paying agent or co-paying agent.
“Pledge Resolution” means Resolution No. __________ adopted by the Redevelopment Commission on ______________, 20__, pledging the TIF Revenues to the Issuer.
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“Qualified Investments” shall have the meaning assigned in the Financing Agreement.
“Record Date” means the fifteenth day of the month immediately preceding any Interest
Payment Date.
“Redevelopment Commission” means the City of Carmel Redevelopment Commission.
“Requisite Bondholders” means the holders of a majority in aggregate principal amount of Bonds.
“Series 20__ Bonds” means the City of Carmel, Indiana Economic Development Tax
Increment Revenue Bonds, Series 20_____ (Valentina Project) in the aggregate principal amount
of $[XX,XXX,XXX].
“Tax Increment” means all real property tax proceeds attributable to the assessed valuation within the Area as of each January 1 in excess of the base assessed value as established as of [January 1, 20__]. The incremental assessed value is multiplied by the current property tax rate (per $100 assessed value).
“TIF Revenues” means Tax Increment received by the Redevelopment Commission and pledged to the Issuer pursuant to the Pledge Resolution, equal, for any given year, to ninety-five percent (95%) of the Tax Increment generated from Area.
“Trust Estate” means the funds and accounts, TIF Revenues and other assets described in the Granting Clauses of this Indenture.
“Trustee” means [Trustee], Indianapolis, Indiana, in its capacity as trustee hereunder, the party of the second part hereto, and any successor trustee or co-trustee.
Section 1.2. Rules of Interpretation. For all purposes of this Indenture, except as otherwise expressly provided or unless the context otherwise requires:
(a) “This Indenture” means this instrument as originally executed and as it may from
time to time be supplemented or amended pursuant to the applicable provisions hereof.
(b) All references in this instrument to designated “Articles,” “Sections” and other subdivisions are to the designated Articles, Sections and other subdivisions of this instrument as originally executed. The words “herein,” “hereof” and “hereunder” and other words of similar import refer to this Indenture as a whole and not to any particular Article, Section or other
subdivision.
(c) The terms defined in this Article have the meanings assigned to them in this Article and include the plural as well as the singular and the singular as well as the plural.
(d) All accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally accepted accounting principles as consistently applied.
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(e) Any terms not defined herein but defined in the Financing Agreement shall have the same meaning herein.
(f) The terms defined elsewhere in this Indenture shall have the meanings therein
prescribed for them.
Section 1.3. Exhibits. The following Exhibits are attached to and by reference made a part of this Indenture:
Exhibit A: Description of Projects
(End of Article I)
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ARTICLE II.
THE BONDS
Section 2.1. Authorized Amount of Series 20__ Bonds. No Bonds may be issued under the provisions of this Indenture except in accordance with this Article. The principal amount of the Series 20__ Bonds (other than Bonds issued in substitution therefor pursuant to Section 2.8 hereof) that may be issued is hereby expressly limited to $[XX,XXX,XXX].
Additional Bonds may be issued as provided in Section 2.8 hereof.
Section 2.2. Issuance of Series 20__ Bonds. The Series 20__ Bonds shall be designated “City of Carmel, Indiana Economic Development Tax Increment Revenue Bonds, Series 20_____ (Valentina Project).” The Series 20__ Bonds shall be originally issuable as fully registered Bonds without coupons in denominations of $100,000 and any $1.00 integral
multiples thereafter and shall be lettered and numbered R-1 and upward. Interest on the Series
20__ Bonds shall be paid to the owners of such Bonds determined as of the close of business of the Record Date next preceding each Interest Payment Date at the registered addresses of such owners as they shall appear on the registration books of the Trustee notwithstanding the cancellation of any such Bonds upon any exchange or transfer thereof subsequent to the Record Date and prior to such Interest Payment Date, except that, if and to the extent that there shall be a
default in the payment of the interest due on such interest payment date, such defaulted interest shall be paid to the owners in whose name any such Bonds (or any Bond issued upon transfer or exchange thereof) are registered at the close of business of the Special Record Date (defined below) next preceding the date of payment of such defaulted interest. Payment of interest to all Bondholders shall be by check drawn on the main office of the Paying Agent and mailed to such
Bondholder on each Interest Payment Date. The “Special Record Date” shall be the date established by the Trustee for the payment of defaulted interest. The Series 20__ Bonds shall be dated as of the date of their delivery. Interest shall be computed on the basis of a 360 day year consisting of twelve 30-day months. The interest on the Series 20__ Bonds shall be payable on each February 1 and August 1, commencing on _________ 1, 20____.
Principal on the Series 20__ Bond shall be advanced from time to time by the Registered Owner upon request of the Issuer. The unpaid principal amount of the Series 20__ Bond shall be the total amounts advanced by the Registered Owner from time to time, less any prior redemption of the principal amount due, as set forth on Exhibit B to the Series 20__ Bond. The aggregate amount of advances made under this Series 20__ Bond may not exceed
$[XX,XXX,XXX]. The principal amounts advanced shall be evidenced by the execution by the Controller of the City of a Disbursement Request in form and substance satisfactory to the Registered Owner.
The Series 20__ Bonds shall bear interest from the Interest Payment Date next preceding the date of authentication thereof, unless such date of authentication shall be subsequent to a
Record Date in which case they shall bear interest from the Interest Payment Date with respect to such Record Date, provided, however that if, as shown by the records of the Trustee, interest on the Series 20__ Bonds shall be in default, Series 20__ Bonds issued in exchange for Series 20__ Bonds surrendered for transfer or exchange shall bear interest from the date to which interest has been paid in full on the Series 20__ Bonds or, if no interest has been paid on the Series 20__
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Bonds, from the date of issuance and delivery of the Series 20__ Bonds. Series 20__ Bonds authenticated on or prior to _____________ 15, 201___ shall bear interest from the date of
delivery of the Series 20__ Bonds.
The Series 20__ Bonds shall mature on the dates set forth below, beginning on _____ 1, 20___, and ending on ________ 1, 20___, in the amounts set forth below at the interest rate of ______% per annum:
Payment Date Amount Payment Date Amount
Section 2.3. Payment on Bonds. The principal of and interest on the Bonds shall be
payable in any coin or currency of the United States of America which, at the respective dates of payment thereof, is legal tender for the payment of public and private debts. The final payments on the Series 20__ Bonds shall be payable at the designated corporate trust office of the Trustee. All other payments on the Series 20__ Bonds shall be made to the person appearing on the Bond registration books of the Trustee as the registered owner of the Series 20__ Bonds by check
mailed to the registered owner thereof as shown on the registration books of the Trustee, or, if payment is made to a depository, by wire transfer of immediately available funds on the interest payment date. If the payment date occurs on a date when financial institutions are not open for business, the wire transfer shall be made on the next succeeding business day. The Trustee shall be instructed to wire transfer payments so that such payments are received at the depository by
2:30 p.m. (New York City time).
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Section 2.4. Execution; Limited Obligation. The Bonds shall be executed on behalf of the Issuer with the manual or facsimile signature of its Mayor and attested with the manual or the
facsimile signature of its Clerk and shall have impressed or printed thereon the corporate seal of
the Issuer. Such facsimiles shall have the same force and effect as if such officer had manually signed each of the Bonds. If any officer whose signature or facsimile signature shall appear on the Bonds shall cease to be such officer before the delivery of such Bonds, such signature or such facsimile shall, nevertheless, be valid and sufficient for all purposes, the same as if he had
remained in office until delivery.
The Bonds, and the interest payable thereon, do not and shall not represent or constitute a debt of the Issuer, the State of Indiana or any political subdivision or taxing authority thereof within the meaning of the provisions of the constitution or statutes of the State of Indiana or a pledge of the faith and credit of the Issuer, the State of Indiana or any
political subdivision or taxing authority thereof. The Bonds, as to both principal and interest, are not an obligation or liability of the State of Indiana, or of any political subdivision or taxing authority thereof, but are a special limited obligation of the Issuer and are payable solely and only from the trust estate consisting of funds and accounts held under the Indenture and the TIF Revenues pledged and assigned for their payment in accordance with the Indenture (“Trust Estate”). Neither the faith and credit nor the taxing power of the Issuer, the State of Indiana or any political subdivision or taxing authority thereof is pledged to the payment of the principal of, premium, if any, or the interest on the Bond. The Bonds do not grant the owners or holders thereof any right to have the Issuer, the State of Indiana or its General Assembly, or any political subdivision or taxing authority of the State of Indiana, levy any taxes or appropriate any funds for the payment of the principal of, premium, if any, or interest on the Bonds. No covenant or agreement contained in the Bonds or the Indenture shall be deemed to be a covenant or agreement of the Redevelopment Commission, the Carmel Economic Development Commission (“Commission”), or of any member, director, officer, agent, attorney or employee of the Redevelopment Commission, the Commission or the Issuer in his or her individual capacity, and neither the Redevelopment Commission, the Commission nor any member, director, officer, agent, attorney or employee of the Redevelopment Commission, the Commission or the Issuer executing the Bonds shall be liable personally on the Bonds or be subject to any personal liability or accountability by reason of the issuance of the Bonds.
Section 2.5. Authentication. No Bond shall be valid or obligatory for any purpose or
entitled to any security or benefit under this Indenture unless and until the certificate of authentication on such Bond substantially in the form hereinabove set forth shall have been duly executed by the Trustee, and such executed certificate of the Trustee upon any such Bond shall be conclusive evidence that such Bond has been authenticated and delivered under this Indenture. The Trustee’s certificate of authentication on any Bond shall be deemed to have been
executed by it if signed by an authorized signatory of the Trustee, but it shall not be necessary that the same person sign the certificate of authentication on all of the Bonds issued hereunder.
Section 2.6. Form of Bonds. The Bonds issued under this Indenture shall be substantially in the form hereinabove set forth with such appropriate variations, omissions and insertions as are permitted or required by this Indenture.
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Section 2.7. Delivery of Series 20__ Bonds. Upon the execution and delivery of this Indenture, the Issuer shall execute and deliver to the Trustee the Series 20__ Bonds in the
aggregate principal amount of $[XX,XXX,XXX]. The Trustee shall authenticate such Series
20__ Bonds and deliver them to the purchasers thereof upon receipt of:
(i) A copy, duly certified by the Clerk of the Issuer, of the Ordinance adopted and approved by the Issuer authorizing the execution and delivery of the Financing Agreement and this Indenture and the issuance of the Series
20__ Bonds.
(ii) A copy, duly certified by the Secretary of the Redevelopment Commission, of the Pledge Resolution adopted and approved by the Redevelopment Commission pledging the TIF Revenues to the payment of the Series 20__ Bonds.
(iii) Executed counterparts of the Financing Agreement and Indenture.
(iv) A written request of the Issuer to the Trustee requesting the Trustee to authenticate, or cause to be authenticated, and deliver the Series 20__ Bonds in the principal amount of $[XX,XXX,XXX] to the purchasers thereof.
(v) Such other documents as shall be required by the Requisite Bondholders.
The proceeds of the Series 20__ Bonds shall be paid over to the Trustee and deposited to the credit of various Funds as hereinafter provided under Section 3.1 hereof.
Section 2.8. Issuance of Additional Bonds. One or more series of Bonds payable from the TIF Revenues in addition to the Series 20__ Bonds (“Additional Bonds”), may be authenticated and delivered from time to time for one or more of the purposes of (i) refunding
entirely one or more series of Bonds outstanding hereunder, if such Bonds may otherwise be refunded, (ii) advance refunding entirely one or more series of Bonds outstanding hereunder, regardless of whether such Bonds may otherwise be refunded, if the same is then permitted by law by depositing with the Trustee, in trust for the sole benefit of such series of Bonds, cash or investments (but only to the extent that the full faith and credit of the United States of America
are pledged to the timely payment thereof) in a principal amount which will, together with the income or increment to accrue thereon, be sufficient to pay and redeem (when redeemable) and discharge such series of Bonds at or before their respective maturity dates, and (iii) financing the cost or estimated cost incurred or to be incurred by the Company in completing the Projects or acquiring and/or constructing additional improvements, but not otherwise, and, in each case,
obtaining additional funds to pay the costs to be incurred in connection with the issuance of such Additional Bonds, to establish reserves with respect thereto and to pay interest during the estimated construction period of completing the additional improvements, if any.
Prior to the delivery by the Issuer of any such Additional Bonds there shall be filed with the Trustee:
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(i) A supplement to this Indenture executed by the Issuer and the Trustee authorizing the issuance of such Additional Bonds, specifying the terms
thereof and providing for the disposition of the proceeds of the sale
thereof.
(ii) The supplement or amendment to the Financing Agreement and the other instruments, documents, certificates, and opinions referred to in Section 6.1 of the Financing Agreement.
(iii) A copy, duly certified by the Clerk of the Issuer, of the Ordinance, and, if
necessary, any amendments or supplements theretofore adopted and approved by the Issuer authorizing the execution and delivery of such supplemental indenture and such supplement to the Financing Agreement and the issuance of such Additional Bonds.
(iv) A written request of the Issuer to the Trustee to authenticate and deliver
such Additional Bonds.
(v) Satisfaction of the provisions of the Pledge Resolution for the issuance of Additional Bonds.
Any Additional Bonds issued in accordance with the terms of this Section 2.8 shall be secured by this Indenture, but such Additional Bonds may bear such date or dates, such interest
rate or rates, and with such maturities, redemption dates and premiums as may be agreed upon by the Issuer, at the direction of the Company, and the purchaser of such Additional Bonds. Notwithstanding anything in this Indenture or the Bonds to the contrary, no Additional Bonds shall be issued under this Indenture without the prior consent of the Requisite Bondholders and the Company.
Section 2.9. Mutilated, Lost, Stolen, or Destroyed Bonds. If any Bond is mutilated, lost, stolen or destroyed, then, in the absence of notice to the Trustee that such Bond has been acquired by a bona fide purchaser, the Issuer may execute and the Trustee may authenticate a new Bond of like date, maturity and denomination as that mutilated, lost, stolen or destroyed; provided that, in the case of any mutilated Bond, such mutilated Bond shall first be surrendered
to the Issuer, and in the case of any lost, stolen or destroyed Bond, there shall be first furnished to the Trustee evidence of such loss, theft or destruction satisfactory to the Trustee, together with indemnity satisfactory to it.
If any such Bond shall have matured, instead of issuing a duplicate Bond the Issuer may pay the same without surrender thereof; provided, however, that in the case of a lost, stolen or
destroyed Bond, there shall be first furnished to the Trustee evidence of such loss, theft or destruction satisfactory to the Trustee, together with indemnity satisfactory to it. The Trustee may charge the holder or owner of such Bond with their reasonable fees and expenses in this connection. Any Bond issued pursuant to this Section 2.9 shall be deemed part of the original series of Bonds in respect of which it was issued and an original additional contractual obligation
of the Issuer.
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Section 2.10. Registration and Exchange of Bonds; Persons Treated as Owners. The Issuer shall cause books for the registration and for the transfer of the Bonds as provided in this
Indenture to be kept by the Trustee which is hereby constituted and appointed the registrar of the
Issuer. Upon surrender for transfer of any fully registered Bond at the principal office of the Trustee, duly endorsed by, or accompanied by a written instrument or instruments of transfer in form satisfactory to the Trustee and duly executed by the registered owner or his attorney duly authorized in writing, the Issuer shall execute and the Trustee shall authenticate and deliver in
the name of the transferee or transferees a new fully registered Bond or Bonds of the same series
and the same maturity for a like aggregate principal amount. The execution by the Issuer of any fully registered Bond without coupons of any denomination shall constitute full and due authorization of such denomination, and the Trustee shall thereby be authorized to authenticate and deliver such registered Bond. The Trustee shall not be required to transfer or exchange any
fully registered Bond during the period between the Record Date and any interest payment date
of such Bond, nor to transfer or exchange any Bond after the mailing of notice calling such Bond for redemption has been made, nor during a period of fifteen (15) days next preceding mailing of a notice of redemption of any Bonds.
As to any fully registered Bond, the person in whose name the same shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of
principal or interest thereon, shall be made only to or upon the order of the registered owner thereof or its legal representative, but such registration may be changed as hereinabove provided. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid.
(End of Article II)
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ARTICLE III.
APPLICATION OF SERIES 20__ BONDS PROCEEDS
Section 3.1. Deposit of Funds. The initial amount of principal drawn on the Series 20__ Bonds at closing shall be in the amount of $______________, of which $_____________ shall be deposited with the Trustee in the Bond Interest Account of the Construction Fund and be used to pay Capitalized Interest Costs, and $___________ shall be deposited with the Trustee in
the Construction Account of the Construction Fund and used to pay Costs of Construction,
including the Bond Issuance Costs set forth in Exhibit B which the Trustee is hereby authorized to pay. The Issuer shall deposit with Trustee in the Construction Fund all remaining draws of principal on the Series 20__ Bonds which shall be disbursed as provided in Section 4.4. The deposit of the proceeds of any Additional Bonds shall be as set forth in a supplement to this
Indenture in connection with the issuance of such series of Additional Bonds.
(End of Article III)
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ARTICLE IV.
REVENUE AND FUNDS
Section 4.1. Source of Payment of Bonds. The Bonds herein authorized and all payments to be made by the Issuer hereunder are not general obligations of the Issuer but are limited obligations payable solely from the Trust Estate as authorized by the Act and as provided herein. No covenant or agreement contained in the Bonds or this Indenture shall be deemed to
be a covenant or agreement of the Issuer or of any member, director, officer, agent, attorney or
employee of the Issuer in his or her individual capacity, and neither the Issuer nor any member, director, officer, agent, attorney, or employee of the Issuer executing the Bonds shall be liable personally on the Bonds or be subject to any personal liability or accountability by reason of the issuance of the Bonds.
Section 4.2. Bond Fund. The Trustee shall establish and maintain, so long as any of
the Bonds are outstanding, a separate fund to be known as the “Bond Fund.” Money in the Bond Fund shall be applied as provided in this Section 4.2.
There shall be deposited in the Bond Fund, as and when received, (a) TIF Revenues in an amount not to exceed the payments due on the Series 20__ Bonds on the next February 1 or August 1 plus Annual Fees; (b) proceeds of the Series 20__ Bonds to be used to pay interest
thereon; (c) any amount remaining in the Construction Fund to be transferred to the Bond Fund pursuant to Section 4.4 of the Indenture, and any amount remaining in the Construction Fund to be transferred to the Bond Fund pursuant to the Indenture upon acceleration of the maturity of the Series 20__ Bonds; and (d) all interest and other income derived from investments of Bond Fund moneys as provided herein. The Issuer hereby covenants and agrees that so long as any of
the Bonds issued hereunder are outstanding it will deposit, or cause to be paid to Trustee for deposit in the Bond Fund for its account, all revenues and receipts derived from the TIF Revenues (taking into account any Parity TIF Obligations (as defined below)) promptly to meet and pay the principal of, premium, if any, and interest on the Bonds as the same become due and payable. Nothing herein should be construed as requiring Issuer to deposit or cause to be paid to
Trustee for deposit in the Bond Fund, funds from any source other than receipts derived from the TIF Revenues.
The Controller of the Issuer shall set aside immediately upon receipt the Tax Increment into the Issuer’s Allocation Fund as created by IC 36-7-14 and transfer the TIF Revenues to the Trustee as set forth in Section 4.5. The Trustee is hereby directed to deposit the TIF Revenues
into the Bond Fund in the manner prescribed in this Section 4.2 and in Section 4.5.
Moneys in the Bond Fund shall be used by the Trustee to pay interest, premium, if any, and principal on the Bonds as they become due at maturity, redemption or upon acceleration. The Trustee shall transmit such funds to the Paying Agent for any series of Bonds in sufficient time to insure that such interest will be paid as it becomes due. Any TIF Revenues not needed to
pay debt service on the Series 20__ Bonds on the next February 1 or August 1 shall be transferred to the Surplus Fund.
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Section 4.3. Surplus Fund. The Trustee shall establish and maintain a separate fund to be known as the “Surplus Fund.” Money in the Surplus Fund shall be applied as provided in this
Section 4.3.
The Trustee shall deposit in the Surplus Fund, as and when received, all TIF Revenues in excess of payments due on the Series 20__ Bonds on the next February 1 or August 1 as provided in Section 4.2. At the direction of the Company, TIF Revenues in the Surplus Fund shall, without further authorization, be used first, to pay amounts due on the Series 20__ Bonds
and amounts due on any obligations issued on a parity with the Series 20__ Bonds as to the
pledge of Tax Increment (“Parity TIF Obligations”). Any remaining TIF Revenues shall be used as directed by the Issuer (i) to redeem or defease the Series 20__ Bonds in whole or in part, or (ii) for return to the Redevelopment Commission to be used for any other purpose permitted by law.
Section 4.4. Construction Fund. The Issuer shall establish with the Trustee a separate
fund to be known as the Construction Fund, to the credit of which the deposits are to be made as required by Section 3.1 hereof. The Construction Fund shall consist of the Construction Account and the bond Interest Account. The Bond Interest Account shall be used to pay Capitalized Interest Costs, and the Construction Account shall be used to pay Costs of Construction (other than Capitalized Interest Costs, except to the extent moneys in the Bond Interest Account are
insufficient to pay Capitalized Interest Costs when due).
(a) Bond Issuance Costs of the Series 20__ Bonds that are not identified or are in addition to those identified in Exhibit B shall only be paid or reimbursed upon submission of a requisition signed by the Issuer and the Company.
(b) Except as set forth in subparagraph (a) of this Section 4.4, moneys on deposit in
the Construction Account shall be paid out from time to time by the Trustee to or upon the order of the Company to pay or reimburse costs of issuance of the Series 20__ Bonds and to or upon the order of the Company in order to pay, or as reimbursement to the Company for payment made, for the Costs of Construction, upon receipt by the Trustee of the written request signed by the Authorized Representative of the Company:
(1) stating that the costs of an aggregate amount set forth in such written request have been made or incurred and were necessary for the construction of the Projects and were made or incurred in accordance with the construction contracts, plans and specifications, or purchase contracts therefor then in effect or that the amounts set forth in such written request are for
allowable Costs of Construction of the Projects;
(2) stating that the amount paid or to be paid, as set forth in such written request, is reasonable and represents a part of the amount payable for the Costs of Construction of the Projects all in accordance with the cost budget; and that such payment was not paid in advance of the time, if any, fixed for payment
and was made in accordance with the terms of any contracts applicable thereto and in accordance with usual and customary practice under existing conditions;
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(3) stating that no part of the said costs was included in any written request previously filed with the Trustee under the provisions hereof;
(4) stating that such costs are appropriate for the expenditure of
proceeds of the Bonds under the Act; and
(5) stating a recap of vendors and the amount paid .
(c) The Trustee shall rely fully on any such request delivered pursuant to this Section and shall not be required to make any investigation in connection therewith.
(d) The Issuer shall deliver to the Trustee within fifteen (15) days of completion of
the Projects, in addition to the items required by (b) above, a certificate of its Authorized Representative of the Company:
(i) stating the date that the Projects were completed; and
(ii) stating that it has made such investigation of such sources of information as are deemed by him to be necessary, including pertinent records of the
Issuer, and is of the opinion that the Projects have been fully paid for, and that no claim or claims exist against the Issuer or against the properties of either out of which a lien based on furnishing labor or material for the Projects exists or might ripen; provided, however, there may be excepted from the foregoing statement any claim or claims out of which a lien
exists or might ripen if the Company intends to contest such claim or claims, in which event such claim or claims shall be described; provided, further, however, that it shall be stated that funds are on deposit in the Construction Fund sufficient to make payment of the full amount which might in any event be payable in order to satisfy such claim or claims.
If such certificate shall state that there is a claim or claims in controversy which create or might ripen into a lien, there shall be filed with the Issuer and the Trustee a certificate of the Company when and as such claim or claims shall have been fully paid.
If, after payment by the Trustee of all orders theretofore tendered to the Trustee under the provisions of subparagraph (b) of this Section 4.4 and after receipt of the statement mentioned in
subparagraph (d)(i) and (ii) of this Section 4.4, there shall remain any balance of moneys in the Construction Fund, Trustee shall transfer all moneys then in the Construction Fund (except any disputed claims described in the completion certificate required in Section 4.3(d) hereof) to the Bond Fund. The Trustee, as directed in writing by the Issuer, shall use any amount transferred to the Bond Fund to prepay the Series 20__ Bonds at the earliest redemption date.
Section 4.5. TIF Revenues. On or before each January 15 and July 15, commencing ___________ 15, 20___, the Issuer shall transfer to the Bond Fund and the Surplus Fund, the TIF Revenues for the payment of the Series 20__ Bonds. The balance of any TIF Revenues in excess of such requirements of the Bond Fund shall be deposited into the Surplus Fund.
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Section 4.6. Trust Funds. All moneys and securities received by the Trustee under the provisions of this Indenture, shall be trust funds under the terms hereof and shall not be subject
to lien or attachment of any creditor of the Issuer or of the Company. Such moneys shall be held
in trust and applied in accordance with the provisions of this Indenture.
Section 4.7. Investment. Moneys on deposit in the Funds established in this Article IV hereof shall be invested as provided in Section 6.8 hereof.
(End of Article IV)
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ARTICLE V.
REDEMPTION OF SERIES 20__ BONDS BEFORE MATURITY
Section 5.1. Redemption Dates and Prices.
(a) The Series 20__ Bonds are subject to optional redemption by the Issuer, prior to maturity, on any date, in whole or in part, in such order of maturity as the Issuer shall direct and within maturities, at face value, without premium, plus in each case accrued interest to the date
fixed for redemption.
Section 5.2. Notice of Redemption. In the case of redemption of Series 20__ Bonds pursuant to Section 5.1(a) hereof, notice of the call for any such redemption identifying the Series 20__ Bonds, or portions of fully registered Series 20__ Bonds, to be redeemed shall be given by mailing a copy of the redemption notice by first class mail not less than thirty (30) days nor more than sixty (60) days prior to the date fixed for redemption to the registered Owner of
each Series 20__ Bond to be redeemed at the address shown on the registration books. Such notice of redemption shall specify the CUSIP number, if any, and, in the event of a partial redemption the Series 20__ Bond numbers and called amounts of each Series 20__ Bond, the redemption date, principal amount, interest rate, maturity date and the name and address of the Trustee and the Paying Agent; provided, however, that failure to give such notice by mailing, or
any defect therein, with respect to any such registered Series 20__ Bond shall not affect the validity of any proceedings for the redemption of other Series 20__ Bonds.
On and after the redemption date specified in the aforesaid notice, such Series 20__ Bonds, or portions thereof, thus called shall not bear interest, shall no longer be protected by this Indenture and shall not be deemed to be outstanding under the provisions of this Indenture, and
the holders thereof shall have the right to receive only the redemption price thereof plus accrued interest thereon to the date fixed for redemption.
Section 5.3. Cancellation. All Bonds which have been redeemed in whole shall be canceled or otherwise destroyed by the Trustee in accordance with the customary practices of the Trustee and applicable record retention requirements and shall not be reissued.
Section 5.4. Redemption Payments. Prior to the date fixed for redemption in whole, funds shall be deposited with Trustee to pay, and Trustee is hereby authorized and directed to apply such funds to the payment of the Bonds or portions thereof called, together with accrued interest thereon to the redemption date. Upon the giving of notice and the deposit of funds for redemption, interest on the Bonds thus called shall no longer accrue after the date fixed for
redemption. No payment shall be made by the Paying Agent upon any Bond until such Bond shall have been delivered for payment or cancellation or the Trustee shall have received the items required by Section 2.8 hereof with respect to any mutilated, lost, stolen or destroyed Bond.
Section 5.5. Partial Redemption of Bonds. If fewer than all of the Series 20__ Bonds
at the time outstanding are to be called for redemption, the maturities of Series 20__ Bonds or portions thereof to be redeemed shall be selected by the Trustee at the written direction of the
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Company. If fewer than all of the Series 20__ Bonds within a maturity are to be redeemed, the Trustee shall select in such equitable manner as the Trustee may determine, the Series 20__
Bonds or portions of Series 20__ Bonds within such maturity that shall be redeemed. The
Trustee shall call for redemption in accordance with the foregoing provisions as many Series 20__ Bonds or portions thereof as will, as nearly as practicable, exhaust the moneys available therefor. Particular Series 20__ Bonds or portions thereof shall be redeemed only in the minimum principal amount of $100,000 and any $1 integral multiples thereafter.
If less than the entire principal amount of any registered Series 20__ Bond then
outstanding is called for redemption, then upon notice of redemption given as provided in Section 5.2 hereof, the owner of such registered Series 20__ Bond shall surrender such Series 20__ Bond to the Paying Agent in exchange for (a) payment of the redemption price of, plus accrued interest on the principal amount called for redemption and (b) a new Series 20__ Bond
or Series 20__ Bonds of like series in an aggregate principal amount equal to the unredeemed
balance of the principal amount of such registered Series 20__ Bond, which shall be issued without charge therefor.
(End of Article V)
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ARTICLE VI.
GENERAL COVENANTS
Section 6.1. Payment of Principal and Interest. The Issuer covenants that it will promptly pay the principal of, premium, if any, and interest on every Bond issued under this Indenture at the place, on the dates and in the manner provided herein and in the Bonds according to the true intent and meaning thereof. The principal, interest and premium, if any, on
the Bonds are payable solely and only from the Trust Estate including the TIF Revenues which
are hereby specifically pledged and assigned to the payment thereof in the manner and to the extent herein specified, and nothing in the Bonds or in this Indenture should be considered as pledging any other funds or assets of the Issuer. The Bonds, and the interest payable thereon, do not and shall not represent or constitute a debt of the Issuer within the meaning of the
provisions of the constitution or statutes of the State of Indiana or a pledge of the faith and credit of the Issuer. The Bonds, as to both principal and interest, are not an obligation or liability of the State of Indiana, or of any political subdivision or taxing authority thereof, but are a special limited obligation of the Issuer and are payable solely and only from the Trust Estate including the TIF Revenues pledged and assigned for their payment in accordance with the Indenture. Neither the faith and credit nor the taxing power of the Issuer, the State of Indiana or any political subdivision or taxing authority thereof is pledged to the payment of the principal of, premium, if any, or the interest on the Bonds. The Bonds do not grant the owners or holders thereof any right to have the Issuer, the State of Indiana or its General Assembly, or any political subdivision or taxing authority of the State of Indiana, levy any taxes or appropriate any funds for the payment of the principal of, premium, if any, or interest on the Bonds. The Issuer has no taxing power with respect to the Bonds. No covenant or agreement contained in the Bonds or this Indenture shall be deemed to be a covenant or agreement of the Redevelopment Commission, the Commission, or of any member, director, officer, agent, attorney or employee of the Redevelopment Commission, the Commission or the Issuer in his or her individual capacity, and neither the Redevelopment Commission, the Commission nor any member, director, officer, agent, attorney or employee of the Redevelopment Commission, Commission or the Issuer executing the Bonds shall be liable personally on the Bonds or be subject to any personal liability or accountability by reason of the issuance of the Bonds.
Section 6.2. Performance of Covenants. The Issuer covenants that it will faithfully
perform at all times any and all covenants, undertakings, stipulations and provisions contained in this Indenture, in any and every Bond executed, authenticated and delivered hereunder and in all proceedings of its members pertaining thereto. The Issuer represents that it is duly authorized under the constitution and laws of the State of Indiana to issue the Bonds authorized hereby and to execute this Indenture, and to pledge the TIF Revenues in the manner and to the extent herein
set forth; that all action on its part for the issuance of the Bonds and the execution and delivery of this Indenture has been duly and effectively taken, and that the Bonds in the hands of the holders and owners thereof are and will be valid and enforceable obligations of the Issuer according to the import thereof, subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws, judicial decisions and principles of equity relating to or affecting
creditors’ rights generally and subject to the valid exercise of the constitutional powers of the Issuer, the State of Indiana and the United States of America.
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Section 6.3. Ownership; Instruments of Further Assurance. The Issuer covenants that it will defend its interest in the Financing Agreement to the Trustee, for the benefit of the holders
and owners of the Bonds against the claims and demands of all persons whomsoever. The Issuer
covenants that it will do, execute, acknowledge and deliver or cause to be done, executed, acknowledged and delivered, such indentures supplemental hereto and such further acts, instruments and transfers as the Trustee may reasonably require for the better assuring, transferring, mortgaging, conveying, pledging, assigning and confirming unto the Trustee, the
Financing Agreement.
Section 6.4. Filing of Indenture, Financing Agreement and Security Instruments. The Issuer, upon the written direction and at the sole expense of the Company, shall cause this Indenture, the Financing Agreement and all supplements thereto as well as such other security instruments, financing statements and all supplements thereto and other instruments (other than
continuation statements, which, if applicable, will be filed by the Trustee) as may be required
from time to time to be filed in such manner and in such places as may be required by law in order to fully preserve and protect the lien hereof and the security of the holders and owners of the Bonds and the rights of the Trustee hereunder. This Section 6.4 shall impose no duty to record or file the instruments noted above where filing or recordation is not required by law in order to perfect a security interest. Continuation of financing statements may be filed without
consent of the debtor parties thereto.
Section 6.5. Inspection of Books. The Issuer covenants and agrees that all books and documents in its possession relating to the Projects and the revenues derived from the Projects shall at all times be open to inspection by such accountants or other agents as the Trustee may from time to time designate.
Section 6.6. List of Bondholders. The Trustee will keep on file at the corporate trust office of the Trustee a list of names and addresses of the holders of all Bonds. At reasonable times and under reasonable regulations established by the Trustee, said list may be inspected and copied by the Company or by holders and/or owners (or a designated representative thereof) of 25% or more in principal amount of Bonds then outstanding, such ownership and the authority of
any such designated representative to be evidenced to the satisfaction of the Trustee.
Section 6.7. Rights Under Financing Agreement. The Issuer agrees that the Trustee in its name or in the name of the Issuer may enforce all rights of the Issuer and all obligations of the Company under and pursuant to the Financing Agreement for and on behalf of the Bondholders, whether or not the Issuer is in default hereunder.
Section 6.8. Investment of Funds. Moneys in the Funds established hereunder may be invested in Qualified Investments to the extent and in the manner provided for in Section 3.9 of the Financing Agreement. The Trustee shall not be liable or responsible for any loss resulting from any such investment. The interest accruing thereon and any profit realized from such investments shall be credited, and any loss resulting from such investments shall be charged to
the fund in which the money was deposited.
Section 6.9. Non-presentment of Bonds. If any Bond shall not be presented for payment when the principal thereof becomes due, either at maturity, or at the date fixed for
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redemption thereof, or otherwise, if funds sufficient to pay any such Bond shall have been made available to Paying Agent for the benefit of the holder or holders thereof, all liability of Issuer to
the holder thereof for the payment of such Bond shall forthwith cease, determine and be
completely discharged, and thereupon it shall be the duty of Paying Agent to hold such funds for four (4) years without liability for interest thereon, for the benefit of the holder of such Bond, who shall thereafter be restricted exclusively to such funds, for any claim of whatever nature on his part under this Indenture or on, or with respect to, such Bond.
(End of Article VI)
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ARTICLE VII.
DEFAULTS AND REMEDIES
Section 7.1. Events of Default. Each of the following events is hereby declared an “event of default,” that is to say, if:
(a) payment of any amount payable on the Bonds shall not be made when the same is due and payable, unless the Requisite Bondholders shall have consented thereto; or
(b) any event of default as defined in Section 4.1 of the Financing Agreement shall
occur and be continuing, unless the Requisite Bondholders shall have consented thereto; or
(c) the Issuer shall default in the due and punctual performance of any other of the covenants, conditions, agreements and provisions contained in the Bonds or in this Indenture or any agreement supplemental hereof on the part of the Issuer to be performed, and such default shall continue for thirty (30) days after written notice specifying such default and requiring the
same to be remedied shall have been given to the Issuer and the Company by the Trustee, which may give such notice in its discretion and shall give such notice at the written request of the holders of all of the Bonds then outstanding hereunder; or
(d) the Issuer shall fail to apply collected TIF Revenues as required by Article IV of this Indenture.
Section 7.2. Acceleration. Upon the happening of any event of default specified in clause (a), (b) or (c) of Section 7.1 and the continuance of the same for the period, if any, specified in that Section, and with the prior consent of Requisite Bondholders, the Trustee, by notice in writing delivered to the Issuer and the Company may declare the entire unpaid principal amount of the Bonds and Parity TIF Obligations then outstanding, and the interest accrued
thereon, to be immediately due and payable. The Issuer’s obligation to pay TIF Revenues shall not be subject to acceleration.
Section 7.3. Remedies; Rights of Bondholders.
(i) If an event of default occurs, with the consent of Requisite Bondholders, the Trustee may pursue any available remedy by suit at law or in equity to
enforce the payment of the principal of, premium, if any, and interest on the Bonds then outstanding, to enforce any obligations of the Issuer hereunder, and of the Company under the Financing Agreement and the Notes.
(ii) Upon the occurrence of an event of default, if directed to do so by the
Requisite Bondholders and if indemnified as provided in Section 8.1 hereof, the Trustee shall be obliged to exercise such one or more of the rights and powers conferred by this Article as the Trustee, being advised by counsel, shall deem most expedient in the interests of the Bondholders.
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(iii) No remedy by the terms of this Indenture conferred upon or reserved to the Trustee (or to the Bondholders) is intended to be exclusive of any
other remedy, but each and every such remedy shall be cumulative and
shall be in addition to any other remedy given to the Trustee or to the Bondholders hereunder or now or hereafter existing at law or in equity or by statute.
(iv) No delay or omission to exercise any right or power accruing upon any
event of default shall impair any such right or power or shall be construed
to be a waiver of any event of default or acquiescence therein, and every such right and power may be exercised from time to time as may be deemed expedient.
(v) No waiver of any event of default hereunder, whether by the Trustee or by
the Bondholders, shall extend to or shall affect any subsequent event of
default or shall impair any rights or remedies consequent thereon.
Section 7.4. Right of Bondholders to Direct Proceedings. Anything in this Indenture to the contrary notwithstanding, the Requisite Bondholders shall have the right, at any time, by an instrument or instruments in writing executed and delivered to the Trustee, to direct the time, the method and place of conducting all proceedings to be taken in connection with the enforcement
of the terms and conditions of this Indenture, or for the appointment of a receiver or any other proceedings hereunder; provided, that such direction shall not be otherwise than in accordance with the provisions of law and of this Indenture, and provided that the Trustee is obligated to pursue its remedies under the provisions of Section 7.2 hereof before any other remedies are sought.
Section 7.5. Application of Moneys. Notwithstanding anything herein to the contrary, all moneys received by the Trustee pursuant to any right given or action taken under the provisions of this Article and any other moneys held as part of the Trust Estate shall, after payment of the cost and expenses of the proceedings resulting in the collection of such moneys and of the outstanding fees, expenses, liabilities and advances incurred or made by the Trustee or
the Issuer, and the creation of a reasonable reserve for anticipated fees, costs and expenses, be deposited in the Bond Fund and all moneys in the Bond Fund shall be applied as follows:
(a) Unless the principal of all the Bonds shall have become or shall have been declared due and payable, all such moneys shall be applied:
First: To the payment to the persons entitled thereto of all installments of interest
then due on the Bonds, in the order of the maturity of the installments of such interest, and if the amount available shall not be sufficient to pay in full any particular installment, then to the payment ratably, according to the amounts due on such installment, to the persons entitled thereto, without any discriminations or privilege; and
Second: To the payment to the persons entitled thereto of the unpaid principal of
and premium, if any, of the Bonds which shall have become due (other than Bonds called for redemption for the payment of which moneys are held pursuant to the provisions of
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this Indenture), in the order of their due dates, with interest on such Bonds from the respective dates upon which they become due, and if the amount available shall not be
sufficient to pay in full Bonds due on any particular date, together with such interest, then
to the payment ratably, according to the amount of principal due on such date, to the persons entitled thereto without any discrimination or privilege.
Third: To the payment of the balance, if any, to the Company or its successors or assigns, upon the written request of the Company or to whomsoever may be lawfully
entitled to receive the same upon its written request, or as any court of competent
jurisdiction may direct, except for any remaining TIF Revenues which shall be paid to the Redevelopment Commission.
(b) If the principal of all the Bonds shall have become due or shall have been declared due and payable, all such moneys shall be applied to the payment of the principal and
interest then due and unpaid upon the Bonds, without preference or priority of principal over
interest or of interest over any other installment of interest, according to the amounts due respectively for principal and interest, to the persons entitled thereto without any discrimination or privilege.
(c) If the principal of all the Bonds shall have been declared due and payable, and if such declaration shall thereafter have been rescinded and annulled under the provisions of this
Article then, subject to the provisions of subsection (b) of this Section in the event that the principal of all the Bonds shall later become due or be declared due and payable, the moneys shall be applied in accordance with the provisions of subsection (a) of this Section.
Whenever moneys are to be applied pursuant to the provisions of this Section, such moneys shall be applied at such times, and from time to time, as the Trustee shall determine,
having due regard to the amount of such moneys available for application and the likelihood of additional moneys becoming available for such application in the future. Whenever the Trustee shall apply such funds, it shall fix the date (which shall be an interest payment date unless it shall deem another date more suitable) upon which such application is to be made and upon such date interest on the amounts of principal to be paid on such dates shall cease to accrue. The Trustee
shall give such notice as it may deem appropriate of the deposit with it of any such moneys and of the fixing of any such date and shall not be required to make payment to the holder of any Bond until such Bond shall be presented to the Trustee for appropriate endorsement or for cancellation if fully paid.
Section 7.6. Remedies Vested In Trustee. All rights of action (including the right to
file proof of claims) under this Indenture or under any of the Bonds may be enforced by the Trustee without the possession of any of the Bonds or the production thereof in any trial or other proceedings relating thereto, and any such suit or proceeding instituted by the Trustee shall be brought in its name as Trustee without the necessity of joining as plaintiffs or defendants any holders of the Bonds, and any recovery of judgment shall, subject to the provisions of Section
7.5 hereof, be for the equal benefit of the holders of the outstanding Bonds. However, the Trustee may only act with the consent and direction of the Requisite Bondholders.
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Section 7.7. Rights and Remedies of Bondholders. No holder of any Bond shall have any right to institute any suit, action or proceeding in equity or at law for the enforcement of this
Indenture or for the execution of any trust thereof or for the appointment of a receiver or any
other remedy hereunder, unless a default has occurred of which the Trustee has been notified as provided in subsection (g) of Section 8.1, or of which by said subsection it is deemed to have notice, nor unless also such default shall have become an Event of Default and the holders of all Bonds then outstanding shall have made written request to the Trustee and shall have offered
reasonable opportunity either to proceed to exercise the powers hereinbefore granted or to
institute such action, suit or proceeding in its own name, nor unless also they have offered to the Trustee indemnity as provided in Section 8.1 hereof, nor unless the Trustee shall thereafter fail or refuse to exercise the powers hereinbefore granted, or to institute such action, suit or proceeding in its, his, or their own name or names. Such notification, request and offer of indemnity are
hereby declared in every case at the option of the Trustee to be conditions precedent to the
execution of the powers and trusts of this Indenture, and to any action or cause of action for the enforcement of this Indenture, or for the appointment of a receiver or for any other remedy hereunder; it being understood and intended that no one or more holders of the Bonds shall have any right in any manner whatsoever to affect, disturb or prejudice the lien of this Indenture by its, his or their action or to enforce any right hereunder except in the manner herein provided,
and that all proceedings at law or in equity shall be instituted, had and maintained in the manner herein provided and for the equal benefit of the holders of all Bonds then outstanding. Nothing in this Indenture contained shall, however, affect or impair the right of any Bondholder to enforce the covenants of the Issuer to pay the principal of and interest on each of the Bonds issued hereunder to the respective holders thereof at the time, place, from the source and in the
manner in said Bonds expressed.
Section 7.8. Termination of Proceedings. In case the Trustee shall have proceeded to enforce any right under this Indenture by the appointment of a receiver, or otherwise, and such proceedings shall have been discontinued or abandoned for any reason, or shall have been determined adversely, then and in every such case the Issuer, the Company and the Trustee shall
be restored to their former positions and rights hereunder, respectively, with respect to the Trust Estate, and all rights, remedies and powers of the Trustee shall continue as if no such proceedings had been taken.
Section 7.9. Waivers of Events of Default. At the direction of the Requisite Bondholders, the Trustee may in its discretion waive any event of default hereunder and its
consequences and rescind any declaration of maturity of principal of and interest on the Bonds, and shall do so upon the written request of the holders of (1) all the Bonds then outstanding in respect of which default in the payment of principal and/or premium, if any, and/or interest exists, or (2) all Bonds then outstanding in the case of any other default; provided, however, that there shall not be waived (a) any event of default in the payment of the principal of any
outstanding Bonds at the date of maturity specified therein, or (b) any default in the payment when due of the interest on any such Bonds unless prior to such waiver or rescission, arrears of interest, with interest (to the extent permitted by law) at the rate borne by the Bonds in respect of which such default shall have occurred on overdue installments of interest or all arrears of payments of principal and premium, if any, when due, as the case may be, and all expenses of the
Trustee in connection with such default shall have been paid or provided for, and in case of any such waiver or rescission, or in case any proceeding taken by the Trustee on account of any such
35
default shall have been discontinued or abandoned or determined adversely, then and in every such case the Issuer, the Trustee and the Bondholders shall be restored to their former positions
and rights hereunder, respectively, but no such waiver or rescission shall extend to any
subsequent or other default, or impair any right consequent thereon.
(End of Article VII)
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ARTICLE VIII.
THE TRUSTEE AND PAYING AGENT
Section 8.1. Acceptance of the Trusts. The Trustee hereby accepts the trusts imposed upon it by this Indenture, and agrees to perform said trusts as a corporate trustee ordinarily would perform said trusts under a corporate indenture, but only upon the terms and conditions set forth herein, and no implied covenants or obligations shall be read into this Indenture against the
Trustee. The Trustee, prior to the occurrence of an Event of Default and after the curing of all
Events of Default which may have occurred, undertakes to perform such duties and only such duties as are specifically set forth in this Indenture, and no implied covenants or obligations should be read into this Indenture against the Trustee. If any Event of Default under this Indenture shall have occurred and be continuing, the Trustee shall exercise such of the rights and
powers vested in it by this Indenture and shall use the same degree of care and skill in its
exercise as a prudent person would exercise or use under the circumstances in the conduct of such prudent person's own affairs in exercising any rights or remedies or performing any of its duties hereunder. The Trustee agrees to perform such trusts only upon and subject to the following expressed terms and conditions:
(a) The Trustee may execute any of the trusts or powers hereof and perform any of its
duties by or if appointed through attorneys, agents, receivers or employees but shall not be answerable for the conduct of the same if appointed with due care, and shall be entitled to the opinion and advice of counsel concerning all matters of trusts hereof and the duties hereunder, and may in all cases pay such reasonable compensation to all such attorneys, agents, receivers and employees as may reasonably be employed in connection with the trusts hereof. The Trustee
may act upon the opinion or advice of any attorney (who may be the attorney or attorneys for the Issuer or the Company). The Trustee shall not be responsible for any loss or damage resulting from any action or non-action in good faith in reliance upon such opinion or advice.
(b) The Trustee shall not be responsible for any recital herein, or in the Bonds (except in respect to the certificate of the Trustee endorsed on the Bonds), or for the recording or re-
recording, filing or re-filing of this Indenture or any financing statements (other than continuation statements, if applicable) in connection therewith, or for insuring the property herein conveyed or collecting any insurance moneys, or for the validity of the execution by the Issuer of this Indenture or of any supplements thereto or instruments of further assurance, or for the sufficiency of the security for the Bonds issued hereunder or intended to be secured hereby,
or for the value, condition or title of the property herein conveyed or otherwise as to the maintenance of the security hereof or as to the validity or sufficiency of this Indenture or of the Bonds; and the Trustee shall not be bound to ascertain or inquire as to the performance or observance of any covenants, conditions or agreements on the part of the Issuer or on the part of the Company under the Financing Agreement; but the Trustee may require of the Issuer or the
Company full information and advice as to the performance of the covenants, conditions and agreements aforesaid as to the condition of the property herein conveyed. The Trustee shall have no obligation to perform any of the duties of the Issuer under the Financing Agreement, and the Trustee shall not be responsible or liable for any loss suffered in connection with any investment of funds made by it in accordance with the provisions of this Indenture.
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(c) The Trustee shall not be accountable for the use of any Bonds, or the proceeds thereof, authenticated by it or the Paying Agent or delivered hereunder or for any money paid to
or upon the order of the City under any provision of this Indenture or of the Financing
Agreement. The Trustee, in its individual or any other capacity, may become the owner of Bonds secured hereby with the same rights which it would have if not Trustee.
(d) The Trustee may rely and shall be protected in acting upon any notice, request, consent, certificate, order, affidavit, letter, telegram or other paper or document believed to be
genuine and correct and to have been signed or sent by the proper person or persons. Any action
taken by the Trustee pursuant to this Indenture upon the request or authority or consent of any person who at the time of making such request or giving such authority or consent is the owner of any Bond, shall be conclusive and binding upon all future owners of the same Bond and upon Bonds issued in exchange therefor or in place thereof.
(e) As to the existence or non-existence of any fact or as to the sufficiency or validity
of any instrument, paper or proceeding, or whenever in the administration of this Indenture the Trustee shall deem it desirable that a matter be proved or established prior to taking, suffering or omitting any action hereunder, the Trustee shall be entitled to rely upon a certificate signed on behalf of the Issuer or the Company by its duly authorized officers as sufficient evidence of the facts therein contained and prior to the occurrence of a default of which the Trustee has been
notified as provided in subsection (g) of this Section, or of which said subsection it is deemed to have notice, shall also be at liberty to accept a similar certificate to the effect that any particular dealing, transaction or action is necessary or expedient, but may at its discretion secure such further evidence deemed necessary or advisable, but shall in no case be bound to secure the same. The Trustee may accept a certificate of the Issuer or the Company under its seal to the
effect that an ordinance or resolution in the form therein set forth has been adopted by the Issuer or the Company as conclusive evidence that such ordinance or resolution has been duly adopted, and is in full force and effect.
(f) The permissive right of the Trustee to do things enumerated in this Indenture shall not be construed as a duty, and the Trustee shall not be answerable for other than its gross
negligence or willful misconduct; provided, however, that the provisions of this subsection shall not affect the duties of the Trustee hereunder, including the provisions of Article VII hereof.
(g) The Trustee shall not be required to take notice or be deemed to have notice of any event of default hereunder (other than payment of the principal and interest on the Bonds) unless the Trustee shall be specifically notified in writing of such default by the Issuer or by the
holders of at least twenty-five percent (25%) in aggregate principal amount of all Bonds then outstanding and all notices or other instruments required by this Indenture to be delivered to the Trustee must, in order to be effective, be delivered at the corporate trust office of the Trustee, and in the absence of such notice so delivered, the Trustee may conclusively assume there is no default except as aforesaid.
(h) The Trustee shall not be personally liable for any debts contracted or for damages to persons or to personal property injured or damaged, or for salaries or nonfulfillment of contracts during any period in which it may be in possession of or managing the Trust Estate.
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(i) At any and all reasonable times and upon reasonable prior written notice, the Trustee, and its duly authorized agents, attorneys, experts, engineers, accountants and
representatives, shall have the right, but shall not be required, to fully inspect the Trust Estate,
and to take such memoranda from and in regard thereto as may be desired.
(j) The Trustee shall not be required to give any bond or surety in respect of the execution of the said trusts and powers or otherwise in respect of the premises.
(k) Notwithstanding anything elsewhere in this Indenture contained, the Trustee shall
have the right, but shall not be required, to demand, in respect of the authentication of any
Bonds, the withdrawal of any cash, the release of any property, or any action whatsoever within the purview of this Indenture, any showings, certificates, opinions, appraisals or other information, or corporate action or evidence thereof, in addition to that by the terms hereof required as a condition of such action by the Trustee, deemed desirable for the authentication of
any Bonds, the withdrawal of any cash, or the taking of any other action by the Trustee.
(l) Before taking any action under this Indenture, the Trustee may require that a satisfactory indemnity bond be furnished for the reimbursement of all costs and expenses to which it may be put (including without limitation attorney’s fees and expenses) and to protect it against all liability, except liability which is adjudicated to have resulted from its gross negligence or willful misconduct in connection with any action so taken. Such indemnity shall
survive the termination of this Indenture.
(m) All moneys received by the Trustee or the Paying Agent shall, until used or applied or invested as herein provided, be held in trust for the purposes for which they were received but need not be segregated from other funds except to the extent required by law. Neither the Trustee nor the Paying Agent shall be under any liability for interest on any moneys
received hereunder.
(n) The Trustee shall have no responsibility with respect to any information, statement or recital in any official statement, offering memorandum or any other disclosure material prepared or distributed with respect to the Bonds and shall have no responsibility for compliance with any state or federal securities laws in connection with the Bonds
(o) The Trustee agrees to accept and act upon instructions or directions pursuant to this Indenture sent by unsecured e-mail or other similar unsecured electronic methods, provided, however, that the Issuer and the Company shall provide to the Trustee an incumbency certificate listing designated persons authorized to provide such instructions, which incumbency certificate shall be amended whenever a person is to be added or deleted from the listing. If the Issuer and
the Company elect to give the Trustee e-mail instructions (or instructions by a similar electronic method) and the Trustee in its discretion elects to act upon such instructions, the Trustee’s understanding of such instructions shall be deemed controlling. The Trustee shall not be liable for any losses, costs or expenses arising directly or indirectly from the Trustee’s reliance upon and compliance with such instructions notwithstanding such instructions conflict or are
inconsistent with a subsequent written instruction. The Issuer and the Company agree to assume all risks arising out of the use of such electronic methods to submit instructions and directions to
39
the Trustee, including without limitation the risk of the Trustee acting on unauthorized instructions, and the risk or interception and misuse by third parties.
Section 8.2. Fees, Charges and Expenses of Trustee and Paying Agent. The Trustee
and Paying Agent shall be entitled to payment and/or reimbursement for reasonable fees for its services rendered hereunder (which compensation shall not be limited by an provision of law in regard to the compensation of a trustee of an express trust) and all advances, counsel fees and other expenses reasonably and necessarily made or incurred by the Trustee or Paying Agent in
connection with such services. In the event that it should become necessary for the Trustee to
perform extraordinary services, the Trustee shall be entitled to reasonable additional compensation therefor and to reimbursement for reasonable and necessary extraordinary expenses in connection therewith; provided that if such extraordinary services or extraordinary expenses are occasioned by the gross negligence or willful misconduct of the Trustee it shall not
be entitled to compensation or reimbursement therefore. The Trustee shall have a first lien with
right of payment prior to payment on account of interest or principal of, or premium, if any, on any Bond for the foregoing advances, fees, costs and expenses incurred. The Trustee shall be entitled to payment and reimbursement for the reasonable fees and charges of the Trustee as Paying Agent for the Bonds.
Section 8.3. Notice to Bondholders if Default Occurs. If an Event of Default occurs of
which the Trustee is by subsection (g) of Section 8.1 hereof required to take notice or if notice of an Event of Default be given as in said subsection (g) provided, then the Trustee shall give written notice thereof by registered or certified mail to the Company and the last known holders of all Bonds then outstanding shown by the list of Bondholders required by the terms of this Indenture to be kept at the office of the Trustee, unless such Event of Default has been cured or
waived; provided, however, that the Trustee shall be protected in withholding such notice if and so long as the Trustee in good faith determines that the withholding of such notices is in the interests of the Bondholders.
Section 8.4. Intervention by Trustee. In any judicial proceeding to which the Issuer is a party and which in the opinion of the Trustee and its counsel has a substantial bearing on the
interests of holders of the Bonds, the Trustee may intervene on behalf of Bondholders and, subject to the provisions of Section 8.1(l), shall do so if requested in writing by the owners of at least twenty-five percent (25%) in aggregate principal amount of all Bonds then outstanding. The rights and obligations of the Trustee under this Section are subject to the approval of a court of competent jurisdiction.
Section 8.5. Successor Trustee. Any corporation or association into which the Trustee may be converted or merged, or with which it may be consolidated, or to which it may sell or transfer its corporate trust business and assets as a whole or substantially as a whole, or any corporation or association resulting from any such conversion, sale, merger, consolidation or transfer to which it is a party, ipso facto, shall be and become successor Trustee hereunder and
vested with all of the title to the whole property or trust estate and all the trusts, powers, discretions, immunities, privileges and all other matters as was its predecessor, without the execution or filing of any instrument or any further act, deed or conveyance on the part of any of the parties hereto, anything herein to the contrary notwithstanding.
40
Section 8.6. Resignation by the Trustee. The Trustee and any successor Trustee may at any time resign from the trusts hereby created by giving thirty days’ written notice to the Issuer
and the Company and by first class mail to each registered owner of Bonds then outstanding and
to each holder of Bonds as shown by the list of Bondholders required by this Indenture to be kept at the office of the Trustee, and such resignation shall take effect at the end of such thirty (30) days, or upon the earlier appointment of a successor Trustee by the Bondholders or by the Issuer. Such notice to the Issuer and the Company may be served personally or sent by registered or
certified mail.
Section 8.7. Removal of the Trustee. The Trustee may be removed at any time by an instrument or concurrent instruments in writing delivered to the Trustee and to the Issuer and signed by the Requisite Bondholders.
Section 8.8. Appointment of Successor Trustee by the Bondholders; Temporary
Trustee. In case the Trustee hereunder shall resign or be removed, or be dissolved, or shall be in
course of dissolution or liquidation, or otherwise become incapable of acting hereunder, or in case it shall be taken under control of any public officer or officers, or of a receiver appointed by a court, a successor may be appointed by the owners of a majority in aggregate principal amount of Bonds then outstanding, by an instrument or concurrent instruments in writing signed by such owners, or by their attorneys-in-fact, duly authorized; provided, nevertheless, that in case of such
vacancy, the Issuer, by an instrument executed by one of its duly authorized officers, may appoint a temporary Trustee to fill such vacancy until a successor Trustee shall be appointed by the Bondholders in the manner above provided; and any such temporary Trustee so appointed by the Issuer shall immediately and without further act be superseded by the Trustee so appointed by such Bondholders. Every such Trustee appointed pursuant to the provisions of this Section
shall be a trust company or bank, having a reported capital and surplus of not less than One Hundred Million Dollars ($100,000,000) if there be such an institution willing, qualified and able to accept the trust upon reasonable or customary terms.
Section 8.9. Concerning Any Successor Trustees. Every successor Trustee appointed hereunder shall execute, acknowledge and deliver to its predecessor and also to the Issuer and the
Company an instrument in writing accepting such appointment hereunder, and thereupon such successor, without any further act, deed or conveyance, shall become fully vested with all the estates, properties, rights, powers, trusts, duties and obligations of its predecessor and thereupon the duties and obligations of the predecessor shall cease and terminate; but such predecessor shall, nevertheless, on the written request of the Issuer, or of its successor, and upon approval by
the Issuer of the records and accounts of the predecessor Trustee, a release of the predecessor Trustee by the Issuer, and the payment of the fees and expenses owed to the predecessor Trustee, execute and deliver an instrument transferring to such successor Trustee all the estates, properties, rights, powers and trusts of such predecessor hereunder; and every predecessor Trustee shall deliver all securities and moneys held by it as Trustee hereunder to its successor.
Should any instrument in writing from the Issuer be required by any successor Trustee for more fully and certainly vesting in such successor the estate, rights, powers and duties hereby vested or intended to be vested in the predecessor any and all such instruments in writing shall, on request, be executed, acknowledged and delivered by the Issuer. The resignation of any Trustee and the instrument or instruments removing any Trustee and appointing a successor hereunder,
41
together with all other instruments provided for in this Article shall be filed by the successor Trustee in each office, if any, where the Indenture shall have been filed.
Section 8.10. Trustee Protected in Relying Upon Resolutions, etc. Subject to the
conditions contained herein, the resolutions, ordinances, opinions, certificates and other instruments provided for in this Indenture may be accepted by the Trustee as conclusive evidence of the facts and conclusions stated therein and shall be full warrant, protection and authority to the Trustee for the release of property and the withdrawal of cash hereunder.
Section 8.11. Appointment of Paying Agent and Registrar; Resignation or Removal of
Paying Agent. The Trustee is hereby appointed “Paying Agent” under this Indenture. Any Paying Agent may at any time resign and be discharged of the duties and obligations created by this instrument and any supplemental indenture by giving at least 30 days’ written notice to the Issuer, the Company and the Trustee. Any Paying Agent may be removed at any time by an
instrument, filed with such Paying Agent and the Trustee and signed by the Issuer and the
Company. Any successor Paying Agent shall be appointed by the Issuer at the direction of the Company and shall be a bank or trust company duly organized under the laws of any state of the United States or a national banking association, in each case having a capital stock and surplus aggregating at least $100,000,000, willing and able to accept the office on reasonable and customary terms and authorized by law to perform all the duties imposed upon it by this
Indenture.
In the event of the resignation or removal of any Paying Agent, such Paying Agent shall pay over, assign and deliver any moneys or securities held by it as Paying Agent to its successors, or if there if no successor, to the Trustee.
(End of Article VIII)
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ARTICLE IX.
SUPPLEMENTAL INDENTURES
Section 9.1. Supplemental Indentures Not Requiring Consent of Bondholders. With the prior consent of the Company, the Issuer and the Trustee may without the consent of, or notice to, any of the Bondholders, enter into an indenture or indentures supplemental to this Indenture, as shall not be inconsistent with the terms and provisions hereof, for any one or more
of the following purposes:
(a) To cure any ambiguity or formal defect or omission in this Indenture;
(b) To grant to or confer upon the Trustee for the benefit of the Bondholders any additional rights, remedies, powers or authority that may lawfully be granted to or conferred upon the Bondholders or the Trustee or any of them;
(c) To subject to this Indenture additional security, revenues, properties or collateral;
or
(d) To make any other change in this Indenture which, in the judgment of the Trustee, who may rely on the advice and opinion of counsel, is not to the material prejudice of the Trustee, the Company, the Issuer or the holders of the Bonds; or
(e) To modify, amend or supplement the Indenture in such manner as required to
permit the qualification thereof under the Trust Indenture Act of 1939, as amended, or any similar Federal statute hereafter in effect, and, if they so determine, to add to the Indenture such other terms, conditions and provisions as may be required by said Trust Indenture Act of 1939, as amended, or similar federal statute.
Section 9.2. Supplemental Indentures Requiring Consent of Bondholders. Exclusive of
supplemental indentures covered by Section 9.1 hereof, and subject to the terms and provisions contained in this Section, and not otherwise, the Requisite Bondholders shall have the right, from time to time, anything contained in this Indenture to the contrary notwithstanding, to consent to and approve the execution by the Issuer and the Trustee of such other indenture or indentures supplemental hereto as shall be deemed necessary and desirable by the Issuer for the purpose of
modifying, altering, amending, adding to or rescinding, in any particular, any of the terms or provisions contained in this Indenture or in any supplemental indenture; provided however, that no such supplemental indenture may be entered into without the prior consent of the Company; and provided further that nothing in this section contained shall permit or be construed as permitting (except as otherwise permitted in this Indenture) (a) an extension of the stated
maturity or reduction in the principal amount of, or reduction in the rate or extension of the time of paying of interest on, or reduction of any premium payable on the redemption of, any Bonds, without the consent of the holder of such Bond, or (b) a reduction in the amount or extension of the time of any payment required by any sinking fund applicable to any Bonds without the consent of the holders of all the Bonds which would be affected by the action to be taken, or (c)
the creation of any lien prior to or, except for the lien of Parity Obligations (including Additional Bonds), on a parity with the lien of this Indenture without the consent of the holders of all the
43
Bonds at the time outstanding, or (d) a reduction in the aforesaid aggregate principal amount of Bonds the holders of which are required to consent to any such supplemental indenture, without
the consent of the holders of all the Bonds at the time outstanding which would be affected by
the action to be taken, or (e) a modification of the rights, duties or immunities of the Trustee, without the written consent of the Trustee, or (f) a privilege or priority of any Bond over any other Bonds, or (g) a derivation of the Owners of any Series 20__ Bonds then Outstanding of the lien thereby created.
Anything herein to the contrary notwithstanding, a supplemental indenture under this
Article which affects any rights of the Company shall not become effective unless and until the Company shall have consented in writing to the execution and delivery of such supplemental indenture. In this regard, the Trustee shall cause notice of the proposed execution and delivery of any such supplemental indenture together with a copy of the proposed supplemental indenture
to be mailed by certified or registered mail to the Company at least fifteen (15) days prior to the
proposed date of execution and delivery of any such supplemental indenture.
Section 9.3. Opinion. The Trustee shall be entitled to receive, and shall be fully protected in relying upon, the opinion of any counsel approved by it, as conclusive evidence that any such proposed supplemental indenture complies with the provisions of this Indenture, and that it is proper for the Trustee, under the provisions of this Article, to join in the execution of
such supplemental indenture.
(End of Article IX)
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ARTICLE X.
AMENDMENTS TO THE FINANCING AGREEMENT
Section 10.1. Amendments, etc. to Financing Agreement Not Requiring Consent of Bondholders. The Issuer and the Trustee with the consent of the Company shall, without the consent of or notice to the Bondholders, consent to any amendment, change or modification of the Financing Agreement as may be required (i) by the provisions of the Financing Agreement
and this Indenture, or (ii) for the purpose of curing any ambiguity or formal defect or omission,
or (iii) in connection with any other change therein which, in the judgment of the Trustee (who may rely upon the advice and opinion of counsel), is not to the prejudice of the Trustee, the Issuer or the holders of the Bonds.
Section 10.2. Amendments, etc. to Financing Agreement Requiring Consent of
Bondholders. Except for the amendments, changes or modifications as provided in Section 10.1
hereof, neither the Issuer nor the Trustee shall consent to any other amendment, change or modification of the Financing Agreement without the written approval or consent of the Requisite Bondholders given and procured as in Section 9.2 provided.
Section 10.3. Opinion. The Trustee shall be entitled to receive, and shall be fully protected in relying upon, the opinion of any counsel approved by it, as conclusive evidence that
any such proposed amendment complies with the provisions of this Indenture and Financing Agreement, and that it is proper for the Trustee, under the provisions of this Article, to join in the execution of such amendment.
(End of Article X)
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ARTICLE XI.
MISCELLANEOUS
Section 11.1. Satisfaction and Discharge. All rights and obligations of the Issuer and the Company under the Financing Agreement and this Indenture shall terminate, and such instruments shall cease to be of further effect, and the Trustee shall execute and deliver all appropriate instruments evidencing and acknowledging the satisfaction of this Indenture, and
shall assign and deliver to the Company any moneys and investments in all Funds established
hereunder when
(a) all fees and expenses of the Trustee and the Paying Agent shall have been paid;
(b) the Issuer and the Company shall have performed all of their covenants and promises in the Financing Agreement and in this Indenture; and
(c) all Bonds theretofore authenticated and delivered (i) have become due and
payable, or (ii) are to be retired or called for redemption under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee at the expense of the Company, or (iii) have been delivered to the Trustee canceled or for cancellation; and, in the case of (i) and (ii) above, there shall have been deposited with the Trustee either cash in an amount which shall be sufficient, or investments (but only to the extent that the full faith and credit of the United States
of America are pledged to the timely payment thereof) the principal of and the interest on which when due will provide moneys which, together with the moneys, if any, deposited with the Trustee, shall be sufficient, to pay when due the principal or redemption price, if applicable, and interest due and to become due on the Bonds and prior to the redemption date or maturity date thereof, as the case may be.
Section 11.2. Defeasance of Bonds. Any Bond shall be deemed to be paid and no longer Outstanding within the meaning of this Article and for all purposes of this Indenture when (a) payment of the principal and interest of and premium, if any, on such Bond either (i) shall have been made or caused to be made in accordance with the terms thereof, or (ii) shall have been provided for by irrevocably depositing with the Trustee in trust and irrevocably set aside
exclusively for such payment, (1) moneys sufficient to make such payment or (2) Governmental Obligations maturing as to principal and interest in such amounts and at such times as will insure the availability of sufficient moneys to make such payment, and (b) all necessary and proper fees, compensation, indemnities and expenses of the Trustee and the Issuer pertaining to the Bonds with respect to which such deposit is made shall have been paid or the payment thereof
provided for. At such time as a Bond shall be deemed to be paid hereunder, as aforesaid, such Bond shall no longer be secured by or entitled to the benefits of this Indenture, except for the purposes of any such payment from such moneys or Governmental Obligations.
Notwithstanding the foregoing, no deposit under clause (a)(ii) of the immediately preceding paragraph shall be deemed payment of such Bonds as aforesaid until (a) proper notice
of redemption of such Bonds shall have been previously given in accordance with Section 5.2 of this Indenture, or if the Bonds are not by their terms subject to redemption within the next succeeding sixty (60) days, until the Company shall have given the Trustee in form satisfactory
46
to the Trustee irrevocable instructions to notify, as soon as practicable, the owners of the Bonds, that the deposit required by the preceding paragraph has been made with the Trustee and that the
Bonds are deemed to have been paid in accordance with this Section 11.2 and stating the
maturity or redemption date upon which moneys are to be available for the payment of the principal of and the applicable redemption premium, if any, on said Bonds, plus interest thereon to the due date thereof; or (b) the maturity of such Bonds.
All moneys so deposited with the Trustee as provided in this Section 11.2 may also be
invested and reinvested, at the written direction of the Company, in Governmental Obligations,
maturing in the amounts and at the times as hereinbefore set forth, and all income from all Governmental Obligations in the hands of the Trustee pursuant to this Section 11.2 which is not required for the payment of principal of the Bonds and interest and premium, if any, thereon with respect to which such moneys shall have been so deposited shall be deposited in the Bond Fund
as and when realized and collected for use and application as are other moneys deposited in the
Bond Fund.
Notwithstanding any provision of any other Article of this Indenture which may be contrary to the provisions of this Section 11.2, all moneys or Governmental Obligations set aside and held in trust pursuant to the provisions of this Section 11.2 for the payment of Bonds (including premium thereon, if any) shall be applied to and used solely for the payment of the
particular Bonds (including the premium thereon, if any) with respect to which such moneys or Governmental Obligations have been so set aside in trust.
Anything in Article 9 hereof to the contrary notwithstanding, if moneys or Governmental Obligations have been deposited or set aside with the Trustee pursuant to this Section 11.2 for the payment of Bonds and such Bonds shall not have in fact been actually paid in full, no
amendment to the provisions of this Section 11.2 shall be made without the consent of the owner of each Bond affected thereby.
The right to register the transfer of or to exchange Bonds shall survive the discharge of this Indenture.
Section 11.3. Cancellation of Series 20__ Bonds. If the owner of any Series 20__
Bonds presents that Bond to the Trustee with an instrument satisfactory to the Trustee waiving all claims for payment of that Bond, the Trustee shall cancel that Series 20__ Bond and the Bondholder shall have no further claim against the Trust Estate, the Issuer or the Company with respect to that Series 20__ Bond.
Section 11.4. Application of Trust Money. All money or investments deposited with or
held by the Trustee pursuant to Section 11.1 shall be held in trust for the holders of the Bonds, and applied by it, in accordance with the provisions of the Bonds and this Indenture, to the payment, either directly or through the Paying Agent, to the persons entitled thereto, of the principal (and premium, if any) and interest for whose payment such money has been deposited with the Trustee; but such money or obligations need not be segregated from other funds except
to the extent required by law.
47
Section 11.5. Consents, etc., of Bondholders. Any consent, request, direction, approval, objection or other instrument required by this Indenture to be executed by the Bondholders may
be in any number of concurrent writings of similar tenor and may be executed by such
Bondholders in person or by agent appointed in writing. Provided, however, that wherever this Indenture or the Financing Agreement requires that any such consent or other action be taken by the holders of a specified percentage, fraction or majority of the Bonds outstanding, any such Bonds held by or for the account of the following persons shall not be deemed to be outstanding
hereunder for the purpose of determining whether such requirement has been met: the Issuer,
any of its members, the Company, or the directors, trustees, officers or members of the Company. For all other purposes, Bonds held by or for the account of such person shall be deemed to be outstanding hereunder. Proof of the execution of any such consent, request, direction, approval, objection or other instrument or of the writing appointing any such agent and
of the ownership of Bonds, if made in the following manner, shall be sufficient for any of the
purposes of this Indenture, and shall be conclusive in favor of the Trustee with regard to any action taken under such request or other instrument, namely:
(a) The fact and date of the execution by any person of any such writing may be proved by the certificate of any officer in any jurisdiction who by law has power to take acknowledgments within such jurisdiction that the person signing such writing acknowledged
before him the execution thereof, or by affidavit of any witness to such execution.
(b) The fact of the holding by any person of Bonds transferable by delivery and the amounts and numbers of such Bonds, and the date of the holding of the same, may be proved by a certificate executed by any trust Company, bank or bankers, wherever situated, stating that at the date thereof the party named therein did exhibit to an officer of such trust Company or bank
or to such banker, as the property of such party, the Bonds therein mentioned if such certificate shall be deemed by the Trustee to be satisfactory. The Trustee may, in its discretion, require evidence that such Bonds have been deposited with a bank, bankers or trust Company, before taking any action based on such ownership. In lieu of the foregoing, the Trustee may accept other proofs of the foregoing as it shall deem appropriate.
For all purposes of this Indenture and of the proceedings for the enforcement hereof, such person shall be deemed to continue to be the holder of such Bond until the Trustee shall have received notice in writing to the contrary.
Section 11.6. Limitation of Rights. With the exception of rights herein expressly conferred, nothing expressed or mentioned in or to be implied from this Indenture, or the Bonds
is intended or shall be construed to give to any person other than the parties hereto, and the Company, and the holders of the Bonds, any legal or equitable right, remedy or claim under or in respect to this Indenture or any covenants, conditions and provisions herein contained, this Indenture and all of the covenants, conditions and provisions hereof being intended to be and being for the sole and exclusive benefit of the parties hereto and the Company and the holders of
the Bonds as herein provided.
Section 11.7. Severability. If any provision of this Indenture shall be held or deemed to be or shall, in fact, be inoperative or unenforceable as applied in any particular case in any jurisdiction or jurisdictions or in all jurisdictions, or in all cases because it conflicts with any
48
other provision or provisions hereof or any constitution or statute or rule of public policy, or for any other reason, such circumstances shall not have the effect of rendering the provision in
question inoperative or unenforceable in any other case or circumstance, or of rendering any
other provision or provisions herein contained invalid, inoperative, or unenforceable to any extent whatever.
The invalidity of any one or more phrases, sentences, clauses or Sections in this Indenture contained, shall not affect the remaining portions of this Indenture, or any part thereof.
Section 11.8. Notices. All notices, demands, certificates or other communications
hereunder shall be sufficiently given and shall be deemed given when mailed by registered or certified mail, postage prepaid, with proper address as indicated below; however, notices to the Trustee shall be deemed given upon receipt by the Trustee. The Issuer, the Company, and the Trustee may, by written notice given by each to the others, designate any address or addresses to
which notices, demands, certificates or other communications to them shall be sent when
required as contemplated by this Indenture. Until otherwise provided by the respective parties, all notices, demands, certificates and communications to each of them shall be addressed as provided in Section 7.3 of the Financing Agreement.
Section 11.9. Counterparts. This Indenture may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the
same instrument. The parties hereto agree that the transaction described herein may be conducted and related documents may be stored by electronic means. Copies, telecopies, facsimiles, electronic files and other reproductions of original executed documents shall be deemed to be authentic and valid counterparts of such original documents for all purposes, including the filing of any claim, action or suit in the appropriate court of law.
Section 11.10. Applicable Law. This Indenture shall be governed exclusively by the applicable laws of the State of Indiana.
Section 11.11. Immunity of Officers and Directors. No recourse shall be had for the payment of the principal of or premium or interest on any of the Bonds or for any claim based thereon or upon any obligation, covenant or agreement in this Indenture contained against any
past, present or future members, officer, directors, agents, attorneys or employees of the Issuer, or any incorporator, member, officer, director, agents, attorneys, employees or trustee of any successor corporation, as such, either directly or through the Issuer or any successor corporation, under any rule of law or equity, statute or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such incorporator, members, officers,
directors, agents, attorneys, employees or trustees as such is hereby expressly waived and released as a condition of and consideration for the execution of this Indenture and issuance of such Bonds.
Section 11.12. Holidays. If any date for the payment of principal or interest on the Bonds is not a business day then such payment shall be due on the first business day thereafter.
(End of Article XI)
S-1
IN WITNESS WHEREOF, the City of Carmel, Indiana, has caused these presents to be signed in its name and behalf by its Mayor and its corporate seal to be hereunto affixed and
attested by its Clerk, and to evidence its acceptance of the trusts hereby created, [Trustee], in
Indianapolis, Indiana has caused these presents to be signed in its name and behalf by, its official seal to be hereunto affixed, and the same to be attested by, its duly authorized officers, all as of the day and year first above written.
CITY OF CARMEL, INDIANA
By:
Mayor (SEAL)
Attest:
Clerk
S-2
[TRUSTEE], as Trustee
By: (Written Signature)
(Printed Signature)
A-1
EXHIBIT A
DESCRIPTION OF THE PROJECTS
All or any portion of the design and construction of a mixed use project which includes
townhomes, apartments, commercial space, structured parking, and related road improvements, storm water improvements, utility relocation costs, site development costs, and other infrastructure costs, all to be located at 988 3rd Ave SW (between 3rd Ave SW and the Monon, just south of the Tarkington garage and north of Gradle Drive), which are physically located in,
or directly serving or benefiting, the __________ Allocation Area.
B-1
DMS 40742682.2
EXHIBIT B
COSTS OF ISSUANCE
Sponsor: Councilor Worrell 1
ORDINANCE D-2690-23 2
AN ORDINANCE OF THE COMMON COUNCIL OF THE 3
CITY OF CARMEL, INDIANA, AUTHORIZING THE 4 ISSUANCE OF ECONOMIC DEVELOPMENT TAX 5 INCREMENT REVENUE BONDS TO SUPPORT THE 6 VALENTINA PROJECT, AND AUTHORIZING AND 7
APPROVING OTHER ACTIONS IN RESPECT THERETO 8
Synopsis: 9
Ordinance authorizes the issuance of developer TIF bonds by the City of Carmel, 10 Indiana, to finance improvements to support the development of the Valentina Project. 11
WHEREAS, the City of Carmel, Indiana (the “City”), is a municipal corporation and 12 political subdivision of the State of Indiana and by virtue of I.C. 36-7-11.9 and I.C. 36-7-12 13
(collectively, the “Act”), is authorized and empowered to adopt this ordinance (this “Bond 14 Ordinance”) and to carry out its provisions; 15
WHEREAS, Keystone Group, LLC or a single-purpose affiliate thereof (the 16 “Company”), desires to finance the design and construction of certain improvements described in 17 Exhibit A hereto which are, or will be, located in the City Center Redevelopment Area 18
(collectively, the “Projects”); 19
WHEREAS, the Company has advised the City of Carmel Economic Development 20 Commission (the “Commission”) and the City that it proposes that the City issue its taxable or 21 tax-exempt Economic Development Tax Increment Revenue Bonds, Series 20__ (Valentina 22 Project), in one or more series (with such different or additional series designation determined to 23
be necessary or appropriate) in an aggregate amount not to exceed Twenty-Three Million Dollars 24 ($23,000,000) (the “Bonds”), under the Act and provide the proceeds of such Bonds to the 25 Company for the purpose of financing the Projects; 26
WHEREAS, the completion of the Projects results in the diversification of industry, the 27 creation of jobs and the creation of business opportunities in the City; 28
WHEREAS, pursuant to I.C. § 36-7-12-24, the Commission published notice of a public 29 hearing (the “Public Hearing”) on the proposed issuance of the Bonds to finance the Projects; 30
WHEREAS, on the date specified in the notice of the Public Hearing, the Commission 31 held the Public Hearing on the Projects; and 32
WHEREAS, the Commission has performed all actions required of it by the Act 33
preliminary to the adoption of this Bond Ordinance and has approved and forwarded to the 34 Common Council the forms of: (1) a Financing Agreement between the City and the Company 35 (the “Financing Agreement”); (2) a Trust Indenture between the City a trustee to be selected by 36 the Controller of the City (the “Trustee”) (the “Indenture”); (3) the Bonds; and (4) this Bond 37
2
Ordinance (the Financing Agreement, the Indenture, the Bonds, and this Bond Ordinance, 38 collectively, the “Financing Agreements”); 39
NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE 40
CITY OF CARMEL, INDIANA, THAT: 41
Section 1. Findings; Public Benefits. The Common Council hereby finds and 42 determines that the Projects involve the acquisition, construction and equipping of an 43 “economic development facility” as that phrase is used in the Act; that the Projects will 44
increase employment opportunities and increase diversification of economic development 45
in the City, will improve and promote the economic stability, development and welfare in 46 the City, will encourage and promote the expansion of industry, trade and commerce in 47 the City and the location of other new industries in the City; that the public benefits to be 48 accomplished by this Bond Ordinance, in tending to overcome insufficient employment 49
opportunities and insufficient diversification of industry, are greater than the cost of 50
public services (as that phrase is used in the Act) which will be required by the Projects; 51 and, therefore, that the financing of the Projects by the issue of the Bonds under the Act: 52 (i) will be of benefit to the health and general welfare of the City; and (ii) complies with 53 the Act. 54
Section 2. Approval of Financing. The proposed financing of the Projects by 55
the issuance of the Bonds under the Act, in the form that such financing was approved by 56 the Commission, is hereby approved. 57
Section 3. Authorization of the Bonds. The issuance of the Bonds, payable 58 solely from revenues and receipts derived from the Financing Agreements, is hereby 59 authorized. 60
Section 4. Terms of the Bonds. (a) The Bonds, in the aggregate principal 61 amount not to exceed Twenty-Three Million Dollars ($23,000,000), shall (i) be executed 62 at or prior to the closing date by the manual or facsimile signatures of the Mayor and the 63 Clerk of the City; (ii) be dated as of the date of their delivery; (iii) for each series of the 64 Bonds, mature on a date not later than twenty-five years after the date of the first draw of 65
principal on such series of the Bonds; (iv) bear interest at such rates as determined with 66 the purchaser thereof (the “Purchaser”) in an amount not to exceed eight percent (8.00%), 67 with such interest payable as provided in the Financing Agreements, and which interest 68 may be taxable or tax-exempt, as determined by the Mayor and the Controller of the City, 69 with the advice of the City’s bond counsel, prior to the issuance of the Bonds; (v) be 70
issuable in such denominations as set forth in the Financing Agreements; (vi) be issuable 71 only in fully registered form; (vii) be subject to registration on the bond register as 72 provided in the Indenture; (viii) be payable in lawful money of the United States of 73 America; (ix) be payable at an office of the Trustee as provided in the Indenture; (x) be 74 subject to optional redemption prior to maturity and subject to redemption as otherwise 75
provided in the Financing Agreements; (xi) be issued in one or more series; and (xii) 76 contain such other terms and provisions as may be provided in the Financing 77 Agreements. 78
3
(b) The Bonds and the interest thereon do not and shall never constitute an 79 indebtedness of, or a charge against the general credit or taxing power of, the City, but 80
shall be special and limited obligations of the City, payable solely from revenues and 81
other amounts derived from the Financing Agreements. Forms of the Financing 82 Agreements are before this meeting and are by this reference incorporated in this Bond 83 Ordinance, and the Clerk of the City is hereby directed, in the name and on behalf of the 84 City, to insert them into the minutes of the Common Council and to keep them on file. 85
Section 5. Sale of the Bonds. The Mayor is hereby authorized and directed, 86
in the name and on behalf of the City, to sell the Bonds to the Purchaser at such prices as 87 are determined on the date of sale and approved by the Mayor of the City. 88
Section 6. Execution and Delivery of Financing Agreements. The Mayor and 89 the Clerk of the City are hereby authorized and directed, in the name and on behalf of the 90
City, to execute or endorse and deliver the Financing Agreement, the Indenture, and the 91
Bonds, submitted to the Common Council, which are hereby approved in all respects. 92
Section 7. Changes in Financing Agreements. The Mayor and the Clerk of 93 the City are hereby authorized, in the name and on behalf of the City, without further 94 approval of the Common Council or the Commission, to approve such changes in the 95 Financing Agreements as may be permitted by Act, such approval to be conclusively 96
evidenced by their execution thereof. 97
Section 8. Reimbursement from Bond Proceeds. The City hereby declares its 98 intent to issue the Bonds for the purpose of financing the Projects, which Bonds will not 99 exceed $23,000,000, and pursuant to Treas. Reg. §1.150-2 and IC 5-1-14-6(c), to 100 reimburse costs of the Projects (including costs of issuing the Bonds) from proceeds of 101
the sale of such Bonds. 102
Section 9. General. The Mayor and any other officer of the City, and each of 103 them, are hereby authorized and directed, in the name and on behalf of the City, to 104 execute or endorse any and all agreements, documents and instruments, perform any and 105 all acts, approve any and all matters, and do any and all other things deemed by them, or 106
either of them, to be necessary or desirable in order to carry out and comply with the 107 intent, conditions and purposes of this Bond Ordinance (including the preambles hereto 108 and the documents mentioned herein), the Projects, the issuance and sale of the Bonds, 109 and the securing of the Bonds under the Financing Agreements, and any such execution, 110 endorsement, performance or doing of other things heretofore effected be, and hereby is, 111
ratified and approved. 112
Section 10. Binding Effect. The provisions of this Bond Ordinance and the 113 Financing Agreements shall constitute a binding contract between the City and the 114 holders of the Bonds, and after issuance of the Bonds this Bond Ordinance shall not be 115 repealed or amended in any respect which would adversely affect the rights of the holders 116
of the Bonds as long as the Bonds or interest thereon remains unpaid. 117
4
Section 11. Repeal. All ordinances or parts of ordinances in conflict herewith 118 are hereby repealed. 119
Section 12. Effective Date. This Bond Ordinance shall be in full force and 120
effect immediately upon adoption and compliance with I.C. § 36-4-6-14. 121
Section 13. Copies of Financing Agreements on File. Two copies of the 122 Financing Agreements incorporated into this Bond Ordinance were duly filed in the 123 office of the Clerk of the City, and are available for public inspection in accordance with 124
I.C. § 36-1-5-4. 125
PASSED by the Common Council of the City of Carmel, this _____ day of _____________, 126 2023, by a vote of ______ ayes and _____ nays. 127 128 COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 129 130
131 ___________________________________ ____________________________________ 132 Jeff Worrell, President Laura Campbell, Vice-President 133 134 ___________________________________ ____________________________________ 135
Kevin D. Rider Sue Finkam 136 137 ___________________________________ ____________________________________ 138 Tim Hannon Miles Nelson 139 140
___________________________________ ___________________________________ 141 Tony Green Adam Aasen 142 143 ___________________________________ 144 Teresa Ayers 145
146 147 ATTEST: 148 149 __________________________________ 150
Sue Wolfgang, Clerk 151 152 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 153 _________________________ 2023, at _______ __.M. 154 155
____________________________________ 156 Sue Wolfgang, Clerk 157 158 159 160
161
5
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 162 ________________________ 2023, at _______ __.M. 163
164
____________________________________ 165 James Brainard, Mayor 166 167 ATTEST: 168
___________________________________ 169
Sue Wolfgang, Clerk 170 171 172 173 174 Prepared by: Bradley J. Bingham 175 Barnes & Thornburg LLP 176 11 South Meridian Street 177 Indianapolis, IN 46204 178 179
6
EXHIBIT A 180
DESCRIPTION OF THE PROJECTS 181
All or any portion of the design and construction of a mixed use project which includes 182
townhomes, apartments, commercial space, structured parking, and related road improvements, 183 storm water improvements, utility relocation costs, site development costs, and other 184 infrastructure costs, all to be located at 988 3rd Ave SW (between 3rd Ave SW and the Monon, 185 just south of the Tarkington garage and north of Gradle Drive), which will located in the City 186
Center Redevelopment Area. 187
DMS 40742654.1 188
Sponsor: Councilor Worrell 1
2
RESOLUTION CC-11-20-23-01 3
A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 4 APPROVING CERTAIN MATTERS IN CONNECTION WITH THE INTEGRATED 126th 5 STREET CORRIDOR ECONOMIC DEVELOPMENT AREA (AMENDED 126th STREET 6
ALLOCATION AREA AND PROSCENIUM II ALLOCATION AREA) 7
8 Synopsis: 9 Resolution approves (1) a resolution of the Carmel Redevelopment Commission removing 10 parcels from the Amended 126th Street Allocation Area and resetting the base assessment date for 11
the Proscenium II Allocation Area, both of which are located within the Integrated 126th Street 12
Corridor Economic Development Area, and (2) a related Carmel Plan Commission resolution. 13 14 WHEREAS, the City of Carmel Redevelopment Commission (the “Redevelopment 15 Commission”), as the governing body for the City of Carmel Redevelopment Department, 16 pursuant to Indiana Code 36-7-14, as amended (the “Act), adopted its Resolution No. 2023-25 on 17
August 16, 2023 (the “CRC Resolution”), which (i) removed certain parcels described in Exhibit 18 A to the CRC Resolution from the Amended 126th Street Allocation Area, which is located within 19 the Integrated 126th Street Corridor Economic Development Area (the “Economic Development 20 Area”), and (ii) changed the base assessment date for the Proscenium II Allocation Area, which is 21 located within the Economic Development Area, to January 1, 2023; and 22
23 WHEREAS, the City of Carmel Plan Commission, on September 19, 2023, approved and 24 adopted its Resolution No. PC-9-19-23-a (the “Plan Commission Order”) determining that the 25 CRC Resolution conforms, and the economic development plan for the Economic Development 26 Area (the “Plan”) continues to conform, to the plan of development for the City of Carmel, Indiana 27
(the “City”), and approving the CRC Resolution and the Plan; and 28 29 WHEREAS, pursuant to Section 16(b) of the Act, the Redevelopment Commission has 30 submitted the CRC Resolution and the Plan Commission Order to the Common Council of the 31 City. 32
33 NOW THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, 34 Indiana, as follows: 35 36 1. Pursuant to Section 16(b) of the Act, the Common Council of the City determines 37
that the CRC Resolution conforms to the plan of development for the City, and approves the CRC 38 Resolution and the Plan Commission Order. 39 40 2. This Resolution shall be in full force and effect from and after its passage by the 41 Council and approval by the Mayor as required by law. 42 43
2
PASSED by the Common Council of the City of Carmel, this _____ day of _____________, 2023, 44
by a vote of ______ ayes and ____ nays. 45 46 COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 47 48 ___________________________________ 49
Jeff Worrell, President Laura Campbell, Vice-President 50
51 ___________________________________ ____________________________________ 52 Kevin D. Rider Sue Finkam 53 54
___________________________________ ____________________________________ 55
Tim Hannon Miles Nelson 56 57 ___________________________________ ___________________________________ 58 Tony Green Adam Aasen 59 60
___________________________________ 61 Teresa Ayers 62 63 ATTEST: 64 65
__________________________________ 66 Sue Wolfgang, Clerk 67 68 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 69 _________________________, 2023, at _______ __.M. 70
71 ____________________________________ 72 Sue Wolfgang, Clerk 73 74 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 75
________________________ 2023, at _______ __.M. 76 77 ____________________________________ 78 James Brainard, Mayor 79 80
81 ATTEST:
Sue Wolfgang, Clerk
82 Prepared by: Bradley J. Bingham 83 Barnes & Thornburg LLP 84
11 South Meridian Street 85 Indianapolis, IN 46204 86 87 88 89 DMS 40351368.1 90
RESOLUTION NO. PC-9-19-23-a
RESOLUTION OF THE CITY OF CARMEL PLAN COMMISSION
APPROVING AMENDMENTS TO THE DECLARATORY RESOLUTION AND
DEVELOPMENT PLAN FOR THE INTEGRATED 126" STREET CORRIDOR
ECONOMIC DEVELOPMENT AREA
WHEREAS, the City of Carmel Plan Commission (the "Plan Commission") is the body
charged with the duty of developing a general plan of development for the City of Carmel, Indiana
the "City"); and
WHEREAS, the City of Carmel Redevelopment Commission (the "Redevelopment
Commission") on August 16, 2023, approved and adopted its Resolution No. 2023-25 (the
Resolution") approving certain amendments to the declaratory resolution and development plan
for the Integrated 126th Street Corridor Economic Development Area (the "Plan Supplement");
and
WHEREAS, the Redevelopment Commission has submitted the Resolution and the Plan
Supplement to this Plan Commission.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF CARMEL PLAN
COMMISSION, as follows:
1. The Resolution and the Plan Supplement conform to the plan of development for
the City.
2. This Plan Commission hereby approves the Resolution and the Plan Supplement.
This resolution hereby constitutes the written order of the Plan Commission approving the
Resolution and the Plan Supplement pursuant to 1.C. § 36-7-14-16.
3. The Secretary of this Plan Commission is hereby directed to file a copy of the
Resolution and the Plan Supplement with the minutes of this meeting.
SO RESOLVED BY THE CITY OF CARMEL PLAN COMMISSION this 19th day of
September, 2023.
CIT F CARMEL PLAN COMMISSION
I
President
ATTEST:
S retary
DMS 27380079.I
Sponsor: Councilor Worrell 1
2
RESOLUTION CC-11-20-23-02 3
A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 4 APPROVING CERTAIN MATTERS IN CONNECTION WITH THE 5 NORTH ILLINOIS STREET ECONOMIC DEVELOPMENT AREA 6
(FRANCISCAN NORTH ALLOCATION AREA) 7
8 Synopsis: 9 Resolution approves (1) a resolution of the Carmel Redevelopment Commission resetting 10 the base assessment date for the Franciscan North Allocation Area within the North Illinois Street 11
Economic Development Area, and (2) a related Carmel Plan Commission resolution. 12
13 WHEREAS, the City of Carmel Redevelopment Commission (the “Redevelopment 14 Commission”), as the governing body for the City of Carmel Redevelopment Department, 15 pursuant to Indiana Code 36-7-14, as amended (the “Act), adopted its Resolution No. 2023-26 on 16 August 16, 2023 (the “CRC Resolution”), to change the base assessment date for the Franciscan 17
North Allocation Area (the “Allocation Area”), which is located within the North Illinois Street 18 Economic Development Area (the “Economic Development Area”), to January 1, 2023; and 19 20 WHEREAS, the City of Carmel Plan Commission, on September 19, 2023, approved and 21 adopted its Resolution No. PC-9-19-23-b (the “Plan Commission Order”) determining that the 22
CRC Resolution conforms, and the economic development plan for the Economic Development 23 Area (the “Plan”) continues to conform, to the plan of development for the City of Carmel, Indiana 24 (the “City”), and approving the CRC Resolution and the Plan; and 25 26 WHEREAS, pursuant to Section 16(b) of the Act, the Redevelopment Commission has 27
submitted the CRC Resolution and the Plan Commission Order to the Common Council of the 28 City. 29 30 NOW THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, 31 Indiana, as follows: 32
33 1. Pursuant to Section 16(b) of the Act, the Common Council of the City determines 34 that the CRC Resolution conforms to the plan of development for the City, and approves the CRC 35 Resolution and the Plan Commission Order. 36 37
2. This Resolution shall be in full force and effect from and after its passage by the 38 Council and approval by the Mayor as required by law. 39 40
2
PASSED by the Common Council of the City of Carmel, this _____ day of _____________, 2023, 41
by a vote of ______ ayes and ____ nays. 42 43 COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 44 45 ___________________________________ 46
Jeff Worrell, President Laura Campbell, Vice-President 47
48 ___________________________________ ____________________________________ 49 Kevin D. Rider Sue Finkam 50 51
___________________________________ ____________________________________ 52
Tim Hannon Miles Nelson 53 54 ___________________________________ ___________________________________ 55 Tony Green Adam Aasen 56 57
___________________________________ 58 Teresa Ayers 59 60 ATTEST: 61 62
__________________________________ 63 Sue Wolfgang, Clerk 64 65 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 66 _________________________, 2023, at _______ __.M. 67
68 ____________________________________ 69 Sue Wolfgang, Clerk 70 71 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 72
________________________ 2023, at _______ __.M. 73 74 ____________________________________ 75 James Brainard, Mayor 76 77
78 ATTEST:
Sue Wolfgang, Clerk
79 Prepared by: Bradley J. Bingham 80 Barnes & Thornburg LLP 81
11 South Meridian Street 82 Indianapolis, IN 46204 83 84 85 86 DMS 40351285.1 87
RESOLUTION NO. PC-9-19-23-b
RESOLUTION OF THE CITY OF CARMEL PLAN COMMISSION
APPROVING AMENDMENTS TO THE DECLARATORY RESOLUTION
AND DEVELOPMENT PLAN FOR THE NORTH ILLINOIS STREET ECONOMIC
DEVELOPMENT AREA(FRANCISCAN NORTH ALLOCATION AREA)
WHEREAS, the City of Carmel Plan Commission (the "Plan Commission") is the body
charged with the duty of developing a general plan of development for the City of Carmel, Indiana
the"City"); and
WHEREAS, the City of Carmel Redevelopment Commission (the "Redevelopment
Commission") on August 16, 2023, approved and adopted its Resolution No. 2023-26 (the
Resolution") approving certain amendments to the declaratory resolution and development plan
for the North Illinois Street Economic Development Area(the "Plan Supplement"); and
WHEREAS, the Redevelopment Commission has submitted the Resolution and the Plan
Supplement to this Plan Commission.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF CARMEL PLAN
COMMISSION, as follows:
1. The Resolution and the Plan Supplement conform to the plan of development for
the City.
2. This Plan Commission hereby approves the Resolution and the Plan Supplement.
This resolution hereby constitutes the written order of the Plan Commission approving the
Resolution and the Plan Supplement pursuant to I.C. § 36-7-14-16.
3. The Secretary of this Plan Commission is hereby directed to file a copy of the
Resolution and the Plan Supplement with the minutes of this meeting.
SO RESOLVED BY THE CITY OF CARMEL PLAN COMMISSION this 19th day of
September, 2023.
CITY OF CARMEL PLAN COMMISSION
President
ATTEST:
Sec tar\
DMS 27380I21.1
Sponsor: Councilor Worrell 1
2
RESOLUTION CC-11-20-23-03 3
A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 4 APPROVING CERTAIN MATTERS IN CONNECTION WITH THE 5 MICHIGAN ROAD ECONOMIC DEVELOPMENT AREA 6
7 Synopsis: 8
Resolution approves (1) a resolution of the Carmel Redevelopment Commission creating 9 the Michigan Road Economic Development Area, designating the entirety thereof as a new 10 allocation area known as the Michigan Road Allocation Area, and adopting an economic 11
development plan for the Michigan Road Economic Development Area, and (2) a related Carmel 12
Plan Commission resolution. 13 14 WHEREAS, the City of Carmel Redevelopment Commission (the “Redevelopment 15 Commission”), as the governing body for the City of Carmel Redevelopment Department, 16 pursuant to Indiana Code 36-7-14, as amended (the “Act), adopted its Resolution No. 2022-3 on 17
March 16, 2022 (the “CRC Resolution”), which (i) created a new economic development area 18 known as the Michigan Road Economic Development Area (the “Economic Development Area”), 19 (ii) designated the entirety of the Economic Development area as a new allocation known as the 20 Michigan Road Allocation Area (the “Allocation Area”), and (iii) adopted an economic 21 development plan for the Economic Development Area (the “Plan”); and 22
23 WHEREAS, the City of Carmel Plan Commission, on October 17, 2023, approved and 24 adopted its Resolution No. PC-10-17-23-a (the “Plan Commission Order”) determining that the 25 CRC Resolution and the Plan conform to the plan of development for the City of Carmel, Indiana 26 (the “City”), and approving the CRC Resolution and the Plan; and 27
28 WHEREAS, pursuant to Section 16(b) of the Act, the Redevelopment Commission has 29 submitted the CRC Resolution, the Plan, and the Plan Commission Order to the Common Council 30 of the City. 31 32
NOW THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, 33 Indiana, as follows: 34 35 1. Pursuant to Section 16(b) of the Act, the Common Council of the City determines 36 that the CRC Resolution and the Plan conform to the plan of development for the City, and 37
approves the CRC Resolution, the Plan, and the Plan Commission Order. 38 39 2. Pursuant to Section 41(c) of the Act, the Common Council hereby approves the 40 determination that the Economic Development Area is an economic development area pursuant to 41 the Act. 42
43 3. This Resolution shall be in full force and effect from and after its passage by the 44 Council and approval by the Mayor as required by law. 45 46
2
PASSED by the Common Council of the City of Carmel, this _____ day of _____________, 2023, 47
by a vote of ______ ayes and ____ nays. 48 49 COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 50 51 ___________________________________ 52
Jeff Worrell, President Laura Campbell, Vice-President 53
54 ___________________________________ ____________________________________ 55 Kevin D. Rider Sue Finkam 56 57
___________________________________ ____________________________________ 58
Tim Hannon Miles Nelson 59 60 ___________________________________ ___________________________________ 61 Tony Green Adam Aasen 62 63
___________________________________ 64 Teresa Ayers 65 66 ATTEST: 67 68
__________________________________ 69 Sue Wolfgang, Clerk 70 71 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 72 _________________________, 2023, at _______ __.M. 73
74 ____________________________________ 75 Sue Wolfgang, Clerk 76 77 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 78
________________________ 2023, at _______ __.M. 79 80 ____________________________________ 81 James Brainard, Mayor 82 83
84 ATTEST:
Sue Wolfgang, Clerk
85 Prepared by: Bradley J. Bingham 86 Barnes & Thornburg LLP 87
11 South Meridian Street 88 Indianapolis, IN 46204 89 90 91 92 DMS 40351413.1 93
ECONOMIC DEVELOPMENT PLAN PAGE 1
City of Carmel
Redevelopment Commission
Economic Development Plan for the Michigan Road Economic Development Area Dated: March 16, 2022
PURPOSE AND INTRODUCTION
The City of Carmel Redevelopment Commission (the “Commission”), the governing body of the Department of Redevelopment and the Redevelopment District (the “District”) of City of Carmel, Indiana (the “City”), proposes to designate and declare an economic development area within the City to be known as the “Michigan Road Economic Development
Area” (the “Area”) and proposes to designate the entire Area as an allocation area to be known as the “Michigan Road Allocation Area” (the “Allocation Area”). This document is the plan for the Area (the “Plan”), provided that this Plan may be amended in the future as provided in Indiana Code 36-7-14, as amended from time to time (the “Act”) and in this Plan.
Pursuant to Sections 15 and 16 of the Act, the Plan must be approved by the Commission,
the City Plan Commission and the Common Council of the City. Upon such approvals, the Commission will hold a public hearing on the Plan as required under Section 17 of the Act, before confirming (or modifying and confirming) the designation of the Area and the approval of the Plan.
PROJECT OBJECTIVES
The purposes of the Plan are to benefit the public health, safety, morals and welfare of the citizens of the City; increase the economic well-being of the City and the State of Indiana; and serve to protect and increase property values in the City and the State of Indiana. The Plan is designed to (i) promote significant opportunities for the gainful employment of citizens of the City, (ii) assist in the attraction of major new business enterprises to the City, (iii) retain and
expand significant business enterprises existing in the City, (iv) provide for local public improvements in the Area, (v) retain and attract permanent jobs, (vi) increase the property tax base, and (vii) improve the diversity of the economic base of the City. Providing high quality housing options will help accomplish these objectives.
DESCRIPTION OF AREA
The Area is bounded as follows: A map identifying the parcels comprising the Area is attached to this Plan as Exhibit A hereto.
DESCRIPTION OF PROJECTS
In order to accomplish the Plan, the Commission currently estimates that it will proceed to carry out the design, acquisition, construction, installation, equipping and improvement
projects in, serving or benefitting the Area which are necessary to facilitate the orderly development in the Area, including, but not limited to, needed public infrastructure and site improvements (collectively, the “Projects”).
ECONOMIC DEVELOPMENT PLAN PAGE 2
ESTIMATED COSTS OF THE PROJECTS
Because the Commission does not intend to acquire any interests in real property for the
Project at this time, the Commission will not incur any costs of acquisition. However, the Commission will incur certain costs in connection with the development of the Projects. The estimated cost of the Projects is approximately $50,000. The Commission anticipates paying for such Projects with tax increment revenues derived from the Allocation Area.
ACQUISITION OF PROPERTY
In connection with the accomplishment of the Plan, the Commission has no present plans to acquire any interests in real property. In the event the Commission determines to acquire any interests in real property in the future, it shall follow procedures set forth in Section 19 of the Act. The Commission may not exercise the power of eminent domain.
DISPOSAL OF PROPERTY
The Redevelopment Commission may dispose of any real property acquired in the future by sale or lease to the public pursuant to procedures set forth in Section 22 of the Act.
STATUTORY FINDINGS OF FACT
A. The Plan for the Area addresses the statutory requirements under Section 41(b) of the Act,
as evidenced by the following findings of fact:
1. The Plan for the Area promotes significant opportunities for the gainful
employment of the citizens of the City, attracts new business enterprise to the City, retains or expands a business enterprise existing in the City, or meets other purposes of Sections 2.5, 41 and 43 of the Act.
The Plan will improve the City’s infrastructure and aesthetics and foster
additional economic development in and serving the Area. In addition, the Plan will provide and improve the City’s housing options and thereby foster additional economic development in and serving the Area. These housing options are designed to attract new commercial development in the vicinity of the Area. These new business enterprises will
provide opportunities for employment for the citizens of the City.
2. The Plan for the Area cannot be achieved by regulatory processes or by the ordinary operation of private enterprise without resort to the powers allowed under Sections 2.5, 41 and 43 of the Act because of a lack of local public improvements, the existence of improvements or conditions that lower the value
of the land below that of nearby land, multiple ownership of land, or other similar
conditions.
The Commission’s contribution of the Projects will pave the way for future growth and development in and serving the Area. The implementation of the Plan will also provide greater accessibility and walkability for residents and commercial entities in
the Area.
ECONOMIC DEVELOPMENT PLAN PAGE 3
3. The public health and welfare will be benefited by accomplishment of the Plan for
the Area.
By creating new opportunities for employment and high quality housing, implementation of the Plan will benefit the public health and welfare for the citizens of the City. Additionally, new or expanded industry and other development will contribute to the overall health of the City by increasing and the diversifying the tax base. The
development of trails and pathways through the Area further aids in the public health and
welfare of the City.
4. The accomplishment of the Plan for the Area will be a public utility and benefit as measured by public benefits similar to the attraction or retention of permanent jobs, an increase in the property tax base, improved diversity of the economic
base, or other similar public benefits.
The Projects contemplated by the Plan will be of public utility and benefit by putting in place infrastructure and/or other incentives to support future development, thereby retaining or creating new jobs, maintaining the property tax base and allowing for further economic development and improved diversity of the economic base of the City.
5. The Plan for the Area conforms to other development and redevelopment plans
for the City, if any.
The Plan conforms with the intended plan of development for the area as prescribed by the City of Carmel Plan Commission. The Plan does not provide for any change in use of the property in the Area, but rather better utilization of the Area for the
purposes currently contemplated by the intended plan of development for the City.
B. The Plan for the Area addresses the statutory requirements under Section 39(b) of the Act, as follows:
The adoption of the allocation provisions for the Allocation Area will result in new property taxes in the Area that would not have been generated but for the adoption of the
allocation provision. After discussing the development of the Area with various stakeholders,
the Commission finds that the ability to maintain and attract new business by providing high quality housing would not occur but for the availability of tax increment revenues to finance the Projects as contemplated by this Plan.
AMENDMENT OF THE PLAN
This Plan may be amended by following the procedures described in Sections 15 through
17.5 of the Act.
EXHIBIT A
EXHIBIT A
MAP AND DESCRIPTION OF AREA
Attached hereto is a map describing the parcel comprising the Area.
PARCEL ID NUMBERS: 17-13-06-00-00-034.000
EXHIBIT A
Sponsor: Councilor Worrell 1
2
RESOLUTION CC-11-20-23-04 3
A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 4 APPROVING CERTAIN MATTERS IN CONNECTION WITH THE 5 OLD MERIDIAN ECONOMIC DEVELOPMENT AREA 6
(STAR ALLOCATION AREA) 7
8 Synopsis: 9 Resolution approves (1) a resolution of the Carmel Redevelopment Commission creating 10 a new allocation area, known as the Star Allocation Area, within the Old Meridian Economic 11
Development Area and adopting a supplement to the economic development plan for the Old 12
Meridian Economic Development Area, and (2) a related Carmel Plan Commission resolution. 13 14 WHEREAS, the City of Carmel Redevelopment Commission (the “Redevelopment 15 Commission”), as the governing body for the City of Carmel Redevelopment Department, 16 pursuant to Indiana Code 36-7-14, as amended (the “Act), adopted its Resolution No. 2020-26 on 17
July 15, 2020 (the “CRC Resolution”), which (i) removed an area described in Exhibit A to the 18 CRC Resolution (the “Area”) from the Old Meridian Expansion Allocation Area, which is located 19 within the Old Meridian Economic Development Area (the “Economic Development Area”), (ii) 20 designated all of the Area as a separate allocation area within the Economic Development Area 21 known as the Star Allocation Area, and (iii) adopted a supplement to the economic development 22
plan for the Economic Development Area (the “Plan Supplement”); and 23 24 WHEREAS, the City of Carmel Plan Commission, on August 18, 2020, approved and 25 adopted its Resolution No. PC-8-18-2020-a (the “Plan Commission Order”) determining that the 26 CRC Resolution and Plan Supplement conform to the plan of development for the City of Carmel, 27
Indiana (the “City”), and approving the CRC Resolution and the Plan Supplement; and 28 29 WHEREAS, pursuant to Section 16(b) of the Act, the Redevelopment Commission has 30 submitted the CRC Resolution, the Plan Supplement, and the Plan Commission Order to the 31 Common Council of the City. 32
33 NOW THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, 34 Indiana, as follows: 35 36 1. Pursuant to Section 16(b) of the Act, the Common Council of the City determines 37
that the CRC Resolution and the Plan Supplement conform to the plan of development for the City, 38 and approves the CRC Resolution, the Plan Supplement, and the Plan Commission Order. 39 40 2. This Resolution shall be in full force and effect from and after its passage by the 41 Council and approval by the Mayor as required by law. 42 43
2
PASSED by the Common Council of the City of Carmel, this _____ day of _____________, 2023, 44
by a vote of ______ ayes and ____ nays. 45 46 COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 47 48 ___________________________________ 49
Jeff Worrell, President Laura Campbell, Vice-President 50
51 ___________________________________ ____________________________________ 52 Kevin D. Rider Sue Finkam 53 54
___________________________________ ____________________________________ 55
Tim Hannon Miles Nelson 56 57 ___________________________________ ___________________________________ 58 Tony Green Adam Aasen 59 60
___________________________________ 61 Teresa Ayers 62 63 ATTEST: 64 65
__________________________________ 66 Sue Wolfgang, Clerk 67 68 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 69 _________________________, 2023, at _______ __.M. 70
71 ____________________________________ 72 Sue Wolfgang, Clerk 73 74 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 75
________________________ 2023, at _______ __.M. 76 77 ____________________________________ 78 James Brainard, Mayor 79 80
81 ATTEST:
Sue Wolfgang, Clerk
82 Prepared by: Bradley J. Bingham 83 Barnes & Thornburg LLP 84
11 South Meridian Street 85 Indianapolis, IN 46204 86 87 88 89 DMS 40351446.1 90
RESOLUTION NO.2020-26
RESOLUTION OF THE CITY OF CARMEL REDEVELOPMENT COMMISSION
AMENDING THE DECLARATORY RESOLUTION AND THE DEVELOPMENT PLAN
FOR THE OLD MERIDIAN ECONOMIC DEVELOPMENT AREA
WHEREAS, the City of Carmel Redevelopment Commission (the "Commission"), pursuant
to IC 36-7-14 (the "Act') serves as the governing body of the City of Carmel Redevelopment
District (the "District'); and
WHEREAS, the Commission has previously adopted and confirmed resolutions
collectively, the "Declaratory Resolution") establishing and amending an economic development
area known as the "Old Meridian Economic Development Area" (the "Development Area"),
approving an Economic Development Plan (the "Development Plan") for the Development Area,
pursuant to Indiana Code 36-7-14, as amended (the "Act'), and designating portions of the
Development Area as "allocation areas" pursuant to Section 39 ofthe Act, including an allocation
area designated as the "Old Meridian Expansion Allocation Area"; and
WHEREAS, the Commission now desires to amend the Declaratory Resolution and the
Development Plan to (1) remove the area described on Exhibit A attached hereto from the Old
Meridian Expansion Allocation Area, (2) designate the area described on Exhibit A attached hereto
as a separate allocation area pursuant to Section 39 of the Act to be known as the Star Allocation
Area (the "Star Allocation Area"), and (3) adopt a supplement to the Development Plan attached
hereto as Exhibit B (the "2020 Plan Supplement') (such amendments, collectively, the "2020
Amendments"); and
WHEREAS, the 2020 Amendments and supporting data were reviewed and considered at
this meeting; and
WHEREAS, Section 39 ofthe Act has been created and amended to permit the creation and
expansion of "allocation areas" to provide for the allocation and distribution ofproperty taxes for the
purposes and in the manner provided in said Section; and
WHEREAS, this Redevelopment Commission deems it advisable to apply the provisions of
said Section 39 of the Act to the 2020 Amendments; and
WHEREAS, the Commission now desires to approve the 2020 Amendments.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Redevelopment
Commission, governing body of the City of Carmel Redevelopment District, as follows:
1. The 2020 Amendments promote significant opportunities for the gainful employment
of the citizens of the City of Carmel, Indiana (the "City"), attraction of major new business
enterprises to the City, retention and expansion of significant business enterprises existing in the
boundaries of the City, and meets other purposes of Sections 2.5, 41 and 43 of the Act, including
without limitation benefiting public health, safety and welfare, increasing the economic well being of
1—
the City and the State ofIndiana (the "State"), and serving to protect and increase property values in
the City and the State.
2. The 2020 Plan Supplement for the Star Allocation Area cannot be achieved by
regulatory processes or by the ordinary operation ofprivate enterprise without resort to the powers
allowed under Sections 2.5, 41 and 43 of the Act because of lack of local public improvement,
existence of conditions that lower the value of the land below that of nearby land, multiple
ownership of land, and other similar conditions.
3. The public health and welfare will be benefited by accomplishment of the 2020
Amendments.
4. It will be of public utility and benefit to amend the Declaratory Resolution and the
Plan for the Development Area as provided in the 2020 Amendments and to continue to develop the
Development Area, including the Star Allocation Area, as under the Act.
5. The accomplishment of the 2020 Plan Supplement for the Star Allocation Area will
be a public utility and benefit as measured by the attraction or retention of permanent jobs, an
increase in the property tax base, improved diversity of the economic base and other similar public
benefits.
6. The Declaratory Resolution and the Plan, as amended by this Resolution and the 2020
Plan Supplement, conform to the comprehensive plan of development for the City.
7. The 2020 Amendments are reasonable and appropriate when considered in relation to
the Declaratory Resolution and Plan and the purposes of the Act.
8. The findings and determinations set forth in the Declaratory Resolution and the Plan
are hereby reaffirmed.
9. In support of the findings and determinations set forth in Sections 1 through 7 above,
the Commission hereby adopts the specific findings set forth in the 2020 Plan Supplement.
10. The Commission does not at this time propose to acquire any specific parcel of land
or interests in land within the boundaries of the Star Allocation Area. If at any time the Commission
proposes to acquire specific parcels of land, the required procedures for amending the Plan, as
amended by the 2020 Plan Supplement, under the Act will be followed, including notice by
publication to affected property owners and a public hearing.
11. The Commission finds that no residents ofthe Development Area will be displaced
by any project resulting from the 2020 Plan Supplement, and therefore finds that it does not need to
give consideration to transitional and permanent provision for adequate housing for the residents.
12. The 2020 Amendments are hereby in all respects approved.
2—
13. The area described in Exhibit A is hereby removed from the Old Meridian Expansion
Allocation Area, and is hereby designated as a separate "allocation area" pursuant to Section 39 of
the Act to be known as the "Star Allocation Area," for purposes of the allocation and distribution of
property taxes for the purposes and in the manner provided by said Section. Any taxes imposed
under I.C. 6-1.1 on real property subsequently levied by or for the benefit ofany public body entitled
to a distribution ofproperty taxes on taxable property in said allocation area shall be allocated and
distributed as follows:
Except as otherwise provided in said Section 39, the proceeds of taxes
attributable to the lesser of the assessed value of the property for the assessment date
with respect to which the allocation and distribution is made, or the base assessed
value, shall be allocated to and when collected paid into the funds of the respective
taxing units. Except as otherwise provided in said Section 39, property tax proceeds
in excess of those described in the previous sentence shall be allocated to the
redevelopment district and when collected paid into an allocation fund for the Star
Allocation Area hereby designated as the "Star Allocation Fund" and may be used by
the redevelopment district to do one or more of the things specified in Section
39(b)(3) of the Act, as the same may be amended from time to time. Said allocation
fund may not be used for operating expenses of the Commission. Except as
otherwise provided in the Act, before June 15 of each year, the Commission shall
take the actions set forth in Section 39(b)(4) of the Act.
14. The foregoing allocation provision shall apply to the Star Allocation Area. The
Commission hereby finds that the adoption of this allocation provision will result in new property
taxes in the Star Allocation Area that would not have been generated but for the adoption of the
allocation provision, as specifically evidenced by the findings set forth in Exhibit B. The base
assessment date for the Star Allocation Area is January 1, 2020.
15. The provisions of this Resolution shall be subject in all respects to the Act and any
amendments thereto, and the allocation provisions herein relating to the Star Allocation Area shall
expire on the date that is twenty-five (25) years after the date on which the first obligation is incurred
to pay principal and interest on bonds or lease rentals on leases payable from tax increment revenues
derived from the Star Allocation Area.
16. This Resolution, together with any supporting data, shall be submitted to the City of
Carmel Plan Commission (the "Plan Commission") and the Common Council of the City (the
Council") as provided in the Act, and if approved by the Plan Commission and the Council, shall be
submitted to a public hearing and remonstrance as provided by the Act, after public notice as
required by the Act.
17. The officers of the Commission are hereby authorized to make all filings necessary or
desirable to carry out the purposes and intent of this Resolution.
18. The provisions of this Resolution shall be subject in all respects to the Act and any
amendments thereto.
IBM
Adopted the 15t' day of July, 2020.
CITY OF CARMEL
COMMISSION
Mem e
Member
RXNIRIT A
Parcel to be removed from the Old Meridian Expansion Allocation Area and designated as
the Star Allocation Area
The following parcel is removed from the Old Meridian Expansion Allocation Area and designated
as the Star Allocation Area, and is shown on the map attached hereto:
PARCEL ID NUMBER:
16-09- 25-03-01-006.000
5—
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m
x
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J
VJ
0
O
CD
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3
EXHIBIT B
Plan Supplement
The Development Plan is hereby supplemented by adding the following projects to the
Development Plan:
All or any portion of the design and construction ofinfrastructure improvements, including
but not limited to storm water improvements, utilities relocation, general site improvements and
structured parking costs, estimated to cost at least $50,000. The projects support a mixed use project
development in the Development Area consisting of office, parking and residential uses. The
Commission anticipates capturing tax increment revenues from the Star Allocation Area and
applying such tax increment revenues either directly or through bonding to the costs ofthe projects.
Based on representations of the developer of the mixed use project, the Commission has
determined that the full development of the Star Allocation Area will not proceed as planned without
the contribution of tax increment revenues to be derived from the Star Allocation Area to the
projects described above.
DMS 16571699.1
Sponsor: Councilor Worrell 1
2
RESOLUTION CC-11-20-23-05 3
A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 4 APPROVING CERTAIN MATTERS IN CONNECTION WITH THE 111 PENN 5 REDEVELOPMENT AREA (PENN 111 ALLOCATION AREAS) 6
7 Synopsis: 8
Resolution approves (1) a resolution of the Carmel Redevelopment Commission 9 designating twelve separate allocation areas within the 111 Penn Redevelopment Area and 10 adopting a supplement to the redevelopment plan for the 111 Penn Redevelopment Area, and (2) 11
a related Carmel Plan Commission resolution. 12
13 WHEREAS, the City of Carmel Redevelopment Commission (the “Redevelopment 14 Commission”), as the governing body for the City of Carmel Redevelopment Department, 15 pursuant to Indiana Code 36-7-14, as amended (the “Act), adopted its Resolution No. 2023-32 on 16 October 5, 2023 (the “CRC Resolution”), which amended the previously declared 111 Penn 17
Redevelopment Area (the “Redevelopment Area”) by (1) designating twelve (12) areas within the 18 Redevelopment Area, as described in Exhibit A to the CRC Resolution, as separate allocation areas 19 to be denoted and separately identified as described in Exhibit B to the CRC Resolution, and (2) 20 approving a supplement to the redevelopment plan for the Redevelopment Area (the “Plan 21 Supplement”); and 22
23 WHEREAS, the City of Carmel Plan Commission, on October 17, 2023, approved and 24 adopted its Resolution No. PC-10-17-23-b (the “Plan Commission Order”) determining that the 25 CRC Resolution and the Plan Supplement conform to the plan of development for the City of 26 Carmel, Indiana (the “City”), and approving the CRC Resolution and the Plan Supplement; and 27
28 WHEREAS, pursuant to Section 16(b) of the Act, the Redevelopment Commission has 29 submitted the CRC Resolution, the Plan Supplement and the Plan Commission Order to the 30 Common Council of the City (the “Common Council”). 31 32
NOW THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, 33 Indiana, as follows: 34 35 1. Pursuant to Section 16(b) of the Act, the Common Council determines that the CRC 36 Resolution and the Plan Supplement conform to the plan of development for the City, and approves 37
the CRC Resolution, the Plan Supplement, and the Plan Commission Order. 38 39 2. This Resolution shall be in full force and effect from and after its passage by the 40 Common Council and approval by the Mayor as required by law. 41 42
PASSED by the Common Council of the City of Carmel, this _____ day of _____________, 2023, 43
by a vote of ______ ayes and _____ nays. 44 45 COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA 46 47 48
___________________________________ 49
Jeff Worrell, President Laura Campbell, Vice-President 50 51 ___________________________________ ____________________________________ 52 Kevin D. Rider Sue Finkam 53
54
___________________________________ ____________________________________ 55 Tim Hannon Miles Nelson 56 57 ___________________________________ ___________________________________ 58 Tony Green Adam Aasen 59
60 ___________________________________ 61 Teresa Ayers 62 63 ATTEST: 64
65 __________________________________ 66 Sue Wolfgang, Clerk 67 68 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 69
_________________________ 2023, at _______ __.M. 70 71 ____________________________________ 72 Sue Wolfgang, Clerk 73 74
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 75 ________________________ 2023, at _______ __.M. 76 77 ____________________________________ 78 James Brainard, Mayor 79
80 ATTEST: 81 ___________________________________ 82 Sue Wolfgang, Clerk 83 84
Prepared by: Bradley J. Bingham 85 Barnes & Thornburg LLP 86 11 South Meridian Street 87
Indianapolis, IN 46204 88 89
90 91
DMS 40351189.1 92
SPONSOR: Councilor Worrell
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 9, 2023 at 12:56 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
RESOLUTION CC 11-20-23-08 1 2 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, 3 APPROVING A TRANSFER OF FUNDS WITHIN THE 2023 MOTOR VEHICLE HIGHWAY FUND 4 STREET DEPARTMENT BUDGET 5
6 Synopsis: Transfers $1,026,900 from various line items to the Other Contracted Services line item within 7 the 2023 Motor Vehicle Highway Fund Street Department budget. 8 9 WHEREAS, the sum of One Million Twenty Six Thousand Nine Hundred Dollars ($1,026,900.00) is 10
needed to pay for expenses incurred within the Other Contracted Services line item in the 2023 Motor Vehicle 11
Highway Fund Street Department budget; and 12 13 WHEREAS, the 2023 Motor Vehicle Highway Fund Street Department budget has excess funds in the 14 amount of One Million Twenty Six Thousand Nine Hundred Dollars ($1,026,900.00) in the following line 15
items: 16
17 Street Department (#2201): Line Item 4122000 - City’s Share of H-Ins $400,000.00 18 Street Department (#2201): Line Item 4350060 – Traffic Light Repairs $44,000.00 19 Street Department (#2201): Line Item 4350080 – Street Light Repairs $70,000.00 20
Street Department (#2201): Line Item 4350100 – Building Repairs & Maint $30,000.00 21
Street Department (#2201): Line Item 4350200 – Street Repaving $205,000.00 22 Street Department (#2201): Line Item 4350300 – Street Striping $14,000.00 23 Street Department (#2201): Line Item 4466100 – Street Lights $39,000.00 24 Street Department (#2201): Line Item 4467000 – Other Equipment $50,000.00 25
Street Department (#2201): Line Item 4467099 – Other Equipment $174,900.00 26
27 NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, Indiana, 28 that the Controller is authorized to transfer funds within the 2023 Motor Vehicle Highway Fund Street 29 Department budget as follows: 30
31
Street Department (#2201): Line Item 4122000 - City’s Share of H-Ins $400,000.00 32 Street Department (#2201): Line Item 4350060 – Traffic Light Repairs $44,000.00 33 Street Department (#2201): Line Item 4350080 – Street Light Repairs $70,000.00 34 Street Department (#2201): Line Item 4350100 – Building Repairs & Maint $30,000.00 35
Street Department (#2201): Line Item 4350200 – Street Repaving $205,000.00 36
Street Department (#2201): Line Item 4350300 – Street Striping $14,000.00 37 Street Department (#2201): Line Item 4466100 – Street Lights $39,000.00 38 Street Department (#2201): Line Item 4467000 – Other Equipment $50,000.00 39 Street Department (#2201): Line Item 4467099 – Other Equipment $174,900.00 40
41 INTO 42 43 Street Department (#2201): Line Item 4350900 – Other Cont Services $1,026,900.00 44 Resolution CC 11-20-23-08 45
Page One of Two 46 SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day of 47
SPONSOR: Councilor Worrell
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 9, 2023 at 12:56 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
____________, 2023 by a vote of _____ ayes and _____ nays. 48
49 COMMON COUNCIL FOR THE CITY OF CARMEL 50 51 52 ___________________________________ 53
Jeff Worrell, President Laura Campbell, Vice-President 54
55 ___________________________________ ____________________________________ 56 Kevin Rider Sue Finkam 57 58
___________________________________ ____________________________________ 59
Anthony Green Adam Aasen 60 61 ___________________________________ ___________________________________ 62 Tim Hannon Miles Nelson 63
64 ___________________________________ 65 Teresa Ayers 66 67 ATTEST: 68
69 __________________________________ 70 Sue Wolfgang, Clerk 71 72 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 73
_________________________ 2023, at _______ __.M. 74 75 ____________________________________ 76 Sue Wolfgang, Clerk 77 78
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of ________________________ 79 2023, at _______ __.M. 80 81 ____________________________________ 82
James Brainard, Mayor 83
ATTEST: 84 85 ___________________________________ 86 Sue Wolfgang, Clerk 87
88
Resolution CC 11-20-23-08 89 Page Two of Two 90 91 92 93
Sponsors: Councilors Campbell and Aasen
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023, at 11:22 p.m. No
subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
1
RESOLUTION CC 11-20-23-09 2 3 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, 4
INDIANA, APPROVING A TRANSFER OF FUNDS WITHIN THE 2023 5
INFORMATION & COMMUNICATION SYSTEMS (ICS) DEPARTMENT BUDGET 6
Synopsis: Transfers $100,400.00 to cover expenses incurred in various line items within the 7
2023 Information & Communication Systems Department (ICS) Budget. 8
WHEREAS, the sum of One Hundred Thousand Four Hundred Dollars ($100,400.00) is 9
needed to pay for expenses incurred in various line items within the 2023 Information & 10
Communication Systems Department (“ICS”) Budget; and 11
WHEREAS, the 2023 ICS Budget has excess funds in the amount of One Hundred 12
Thousand Four Hundred Dollars ($100,400.00) in the following line items: 13
ICS (#1115): Line Item 4110000 – Full Time Regular $13,000.00 14 ICS (#1115): Line Item 4111000 – Part-Time $40,000.00 15
ICS (#1115): Line Item 4121000 – City’s Share of FICA $7,400.00 16 ICS (#1115): Line Item 4122000 – City’s Share of H-Ins $40,000.00 17 18 NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, 19 Indiana, that the Controller is authorized to transfer funds within the 2023 Information & 20
Communication Systems Department (ICS) Budget as follows: 21 22 ICS (#1115): Line Item 4110000 – Full Time Regular $13,000.00 23 ICS (#1115): Line Item 4111000 – Part-Time $40,000.00 24 ICS (#1115): Line Item 4121000 – City’s Share of FICA $7,400.00 25
ICS (#1115): Line Item 4122000 – City’s Share of H-Ins $40,000.00 26 27 INTO 28 29 ICS (#1115): Line Item 4340402 – GIS Consulting Fees $60,400.00 30
ICS (#1115): Line Item 4463201 – Hardware $40,000.00 31 32 33 34
35
36 37 38 39
40
Resolution CC 11-20-23-09 41 Page One of Two 42 43 44
Sponsors: Councilors Campbell and Aasen
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023, at 11:22 p.m. No
subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day 45
of ____________, 2023 by a vote of _____ ayes and _____ nays. 46
47 COMMON COUNCIL FOR THE CITY OF CARMEL 48 49 50 ___________________________________ 51
Jeff Worrell, President Laura Campbell, Vice-President 52
53 ___________________________________ ____________________________________ 54 Kevin Rider Sue Finkam 55 56
___________________________________ ____________________________________ 57
Anthony Green Adam Aasen 58 59 ___________________________________ ___________________________________ 60 Tim Hannon Miles Nelson 61
62 ___________________________________ 63 Teresa Ayers 64 65 ATTEST: 66
67 __________________________________ 68 Sue Wolfgang, Clerk 69 70 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 71
_________________________ 2023, at _______ __.M. 72 73 ____________________________________ 74 Sue Wolfgang, Clerk 75 76
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 77 ________________________ 2023, at _______ __.M. 78 79 ____________________________________ 80
James Brainard, Mayor 81
ATTEST: 82 83 ___________________________________ 84 Sue Wolfgang, Clerk 85
86
Resolution CC 11-20-23-09 87 Page Two of Two 88 89 90
SPONSOR: Councilor Worrell
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 12:37 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
RESOLUTION NO. CC 11-20-23-10 1 2
A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, 3 AUTHORIZING A TRANSFER OF FUNDS WITHIN THE 2023 CARMEL FIRE DEPARTMENT 4 BUDGET 5 6 Synopsis: Transfers $375,000.00 from various line items into the Unscheduled Overtime line item in the 7
2023 Carmel Fire Department Budget. 8 9 WHEREAS, the sum of Three Hundred Seventy Five Thousand Dollars ($375,000.00) is needed to pay 10 for unscheduled overtime within the 2023 Carmel Fire Department budget; and, 11 12
WHEREAS, the 2023 Carmel Fire Department Budget has excess funds in the amount of $375,000.00 13
available in the following Line Items: 14
15 Carmel Fire Department (1120): Line Item 4231100 Bottled Gas $1,300.00 16
Carmel Fire Department (1120): Line Item 4235000 Building Material $7,000.00 17
Carmel Fire Department (1120): Line Item 4237000 Repair Parts $5,000.00 18 Carmel Fire Department (1120): Line Item 4238000 Small Tools & Minor Equipment $1,500.00 19 Carmel Fire Department (1120): Line Item 4239011 Special Dept Supplies $1,078.00 20 Carmel Fire Department (1120): Line Item 4239012 Safety Supplies $1,500.00 21
Carmel Fire Department (1120): Line Item 4340400 Consulting Fees $1,000.00 22
Carmel Fire Department (1120): Line Item 4340799 Other Medical Fees $2,115.00 23 Carmel Fire Department (1120): Line Item 4341910 Promotional Testing Fees $5,375.00 24 Carmel Fire Department (1120): Line Item 4341999 Other Professional Fees $7,936.00 25 Carmel Fire Department (1120): Line Item 4343002 External Training Travel $2,388.00 26
Carmel Fire Department (1120): Line Item 4343003 Travel & Lodging $3,479.00 27
Carmel Fire Department (1120): Line Item 4344000 Telephone Line Charges $2,286.00 28 Carmel Fire Department (1120): Line Item 4345001 Internal Materials $1,000.00 29 Carmel Fire Department (1120): Line Item 4345002 Promotional Printing $2,438.00 30 Carmel Fire Department (1120): Line Item 4346000 Classified Advertising $750.00 31
Carmel Fire Department (1120): Line Item 4347500 General Insurance $25,541.00 32
Carmel Fire Department (1120): Line Item 4348000 Electricity $10,000.00 33 Carmel Fire Department (1120): Line Item 4348500 Water & Sewer $5,000.00 34 Carmel Fire Department (1120): Line Item 4349000 Natural Gas $23,000.00 35 Carmel Fire Department (1120): Line Item 4350000 Equipment Repairs & Maint $4,274.00 36
Carmel Fire Department (1120): Line Item 4350500 Radio Maintenance $2,389.00 37
Carmel Fire Department (1120): Line Item 4350600 Cleaning Services $2,500.00 38 Carmel Fire Department (1120): Line Item 4350900 Other Cont Services $4,918.00 39 Carmel Fire Department (1120): Line Item 4351502 Software Maint Contracts $11,573.00 40 Carmel Fire Department (1120): Line Item 4355200 Subscriptions $25,000.00 41
Carmel Fire Department (1120): Line Item 4355300 Organization & Member Due $1,160.00 42
Carmel Fire Department (1120): Line Item 4356001 Uniforms $20,000.00 43 Carmel Fire Department (1120): Line Item 4356003 Safety Accessories $160,000.00 44 Carmel Fire Department (1120): Line Item 4357003 Internal Instruct Fees $26,500.00 45 Carmel Fire Department (1120): Line Item 4357004 External Instruct Fees $7,000.00 46 CC 11-20-23-10 47 Page One of Three Pages 48
SPONSOR: Councilor Worrell
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 12:37 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, Indiana, 49 that the Controller is authorized to transfer funds within the 2023 Carmel Fire Department Budget as follows: 50
51
Carmel Fire Department (1120): Line Item 4231100 Bottled Gas $1,300.00 52
Carmel Fire Department (1120): Line Item 4235000 Building Material $7,000.00 53
Carmel Fire Department (1120): Line Item 4237000 Repair Parts $5,000.00 54 Carmel Fire Department (1120): Line Item 4238000 Small Tools & Minor Equipment $1,500.00 55 Carmel Fire Department (1120): Line Item 4239011 Special Dept Supplies $1,078.00 56 Carmel Fire Department (1120): Line Item 4239012 Safety Supplies $1,500.00 57
Carmel Fire Department (1120): Line Item 4340400 Consulting Fees $1,000.00 58
Carmel Fire Department (1120): Line Item 4340799 Other Medical Fees $2,115.00 59 Carmel Fire Department (1120): Line Item 4341910 Promotional Testing Fees $5,375.00 60 Carmel Fire Department (1120): Line Item 4341999 Other Professional Fees $7,936.00 61 Carmel Fire Department (1120): Line Item 4343002 External Training Travel $2,388.00 62
Carmel Fire Department (1120): Line Item 4343003 Travel & Lodging $3,479.00 63 Carmel Fire Department (1120): Line Item 4344000 Telephone Line Charges $2,286.00 64 Carmel Fire Department (1120): Line Item 4345001 Internal Materials $1,000.00 65 Carmel Fire Department (1120): Line Item 4345002 Promotional Printing $2,438.00 66 Carmel Fire Department (1120): Line Item 4346000 Classified Advertising $750.00 67
Carmel Fire Department (1120): Line Item 4347500 General Insurance $25,541.00 68 Carmel Fire Department (1120): Line Item 4348000 Electricity $10,000.00 69 Carmel Fire Department (1120): Line Item 4348500 Water & Sewer $5,000.00 70 Carmel Fire Department (1120): Line Item 4349000 Natural Gas $23,000.00 71 Carmel Fire Department (1120): Line Item 4350000 Equipment Repairs & Maint $4,274.00 72
Carmel Fire Department (1120): Line Item 4350500 Radio Maintenance $2,389.00 73 Carmel Fire Department (1120): Line Item 4350600 Cleaning Services $2,500.00 74 Carmel Fire Department (1120): Line Item 4350900 Other Cont Services $4,918.00 75 Carmel Fire Department (1120): Line Item 4351502 Software Maint Contracts $11,573.00 76 Carmel Fire Department (1120): Line Item 4355200 Subscriptions $25,000.00 77
Carmel Fire Department (1120): Line Item 4355300 Organization & Member Due $1,160.00 78 Carmel Fire Department (1120): Line Item 4356001 Uniforms $20,000.00 79 Carmel Fire Department (1120): Line Item 4356003 Safety Accessories $160,000.00 80 Carmel Fire Department (1120): Line Item 4357003 Internal Instruct Fees $26,500.00 81 Carmel Fire Department (1120): Line Item 4357004 External Instruct Fees $7,000.00 82
83 Into 84 85 Carmel Fire Department (1120): Line item 4112002 – Unscheduled Overtime $375,000.00 86
87
88 89 90 91
92
CC 11-20-23-10 93 Page Two of Three Pages 94
95
SPONSOR: Councilor Worrell
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 12:37 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day of ________, 2023, by a 96
vote of _____ ayes and _____ nays. 97
COMMON COUNCIL FOR THE CITY OF CARMEL 98 99 100 ___________________________________ 101
Jeff Worrell, President Laura Campbell, Vice-President 102
103 ___________________________________ ____________________________________ 104 Kevin Rider Sue Finkam 105 106
___________________________________ ____________________________________ 107
Anthony Green Adam Aasen 108 109 ___________________________________ ___________________________________ 110 Tim Hannon Miles Nelson 111
112 ___________________________________ 113 Teresa Ayers 114 115 ATTEST: 116
117 __________________________________ 118 Sue Wolfgang, Clerk 119 120 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 121
_________________________ 2023, at _______ __.M. 122 123 ____________________________________ 124 Sue Wolfgang, Clerk 125 126
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of ________________________ 127 2023, at _______ __.M. 128 129 ____________________________________ 130 James Brainard, Mayor 131
ATTEST: 132
133 ___________________________________ 134 Sue Wolfgang, Clerk 135 136
137
CC 11-20-23-10 138 Page Three of Three 139
140
SPONSOR: Councilor Worrell
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 9, 2023 at 12:32 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
RESOLUTION CC 11-20-23-07 1 2 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, 3 APPROVING A TRANSFER OF FUNDS IN THE 2023 DEPARTMENT OF REDEVELOPMENT 4 BUDGET 5
6 Synopsis: Transfers $32,250 to cover expenses incurred in the Legal Fees line item within the 2023 7 Department of Redevelopment Budget. 8 9 WHEREAS, the sum of Thirty Two Thousand Two Hundred Fifty Dollars ($32,250.00) is needed to 10
cover expenses incurred in the Legal Fees line item of the 2023 Department of Redevelopment budget; and 11
12 WHEREAS, the 2023 Department of Redevelopment budget has excess funds in the amount of Thirty 13 Two Thousand Two Hundred Fifty Dollars ($32,250.00) in the following line items: 14 15 Department of Redevelopment (#1801) Line Item 4112000 – Overtime $5,500.00 16
Department of Redevelopment (#1801) Line Item 4120000 –Deferred Compensation $13,000.00 17 Department of Redevelopment (#1801) Line Item 4121000 – City’s Share of FICA $4,000.00 18 Department of Redevelopment (#1801) Line Item 4122100 – Disability Insurance $1,000.00 19 Department of Redevelopment (#1801) Line Item 4123002 – Civilian PERF $2,300.00 20 Department of Redevelopment (#1801) Line Item 4124000 – City’s Share of Medicare $950.00 21
Department of Redevelopment (#1801) Line Item 4463201 – Hardware $2,500.00 22 Department of Redevelopment (#1801) Line Item 4463202 - Software $3,000.00 23 24 NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, Indiana, 25 that the Controller is authorized to transfer funds within the 2023 Department of Redevelopment budget as 26
follows: 27 Department of Redevelopment (#1801) Line Item 4112000 – Overtime $5,500.00 28 Department of Redevelopment (#1801) Line Item 4120000 –Deferred Compensation $13,000.00 29 Department of Redevelopment (#1801) Line Item 4121000 – City’s Share of FICA $4,000.00 30 Department of Redevelopment (#1801) Line Item 4122100 – Disability Insurance $1,000.00 31
Department of Redevelopment (#1801) Line Item 4123002 – Civilian PERF $2,300.00 32 Department of Redevelopment (#1801) Line Item 4124000 – City’s Share of Medicare $950.00 33 Department of Redevelopment (#1801) Line Item 4463201 – Hardware $2,500.00 34 Department of Redevelopment (#1801) Line Item 4463202 - Software $3,000.00 35 INTO 36
37 Department of Redevelopment (#1801) Line Item 4340000 – Legal Fees $32.250.00 38 39 40 41
42 Resolution CC 11-20-23-07 43 Page One of Two 44 45 46 47
SPONSOR: Councilor Worrell
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 9, 2023 at 12:32 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day of 48
____________, 2023 by a vote of _____ ayes and _____ nays. 49
50 COMMON COUNCIL FOR THE CITY OF CARMEL 51 52 53
___________________________________ 54
Jeff Worrell, President Laura Campbell, Vice-President 55 56 ___________________________________ ____________________________________ 57 Kevin Rider Sue Finkam 58
59
___________________________________ ____________________________________ 60 Anthony Green Adam Aasen 61 62 ___________________________________ ___________________________________ 63
Tim Hannon Miles Nelson 64
65 ___________________________________ 66 Teresa Ayers 67 68
ATTEST: 69
70 __________________________________ 71 Sue Wolfgang, Clerk 72 73
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 74
_________________________ 2023, at _______ __.M. 75 76 ____________________________________ 77 Sue Wolfgang, Clerk 78
79
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of ________________________ 80 2023, at _______ __.M. 81 82 ____________________________________ 83
James Brainard, Mayor 84 ATTEST: 85 86 ___________________________________ 87 Sue Wolfgang, Clerk 88
89 Resolution CC 11-20-23-07 90 Page Two of Two 91 92 93
94
SPONSOR: Councilor Rider
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023, at 11:59 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
RESOLUTION CC 11-20-23-11 1 2 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, 3 INDIANA, APPROVING A TRANSFER OF FUNDS FROM THE GRANT FUND 4 (FUND#900) INTO THE GENERAL FUND (FUND#101) 5 6
Synopsis: Transfers $3,750.00 in grant funds that the City of Carmel received from 7 the Indiana Arts Commission into the General Fund so that the grant funds can be 8 appropriated into the Community Relations and Economic Development Department 9 budget. 10 11 WHEREAS, the City has received grant funds from the Indiana Arts Commission in the 12
amount of Three Thousand Seven Hundred Fifty Dollars ($3,750.00), which were deposited into 13 the Grant Fund (#900); 14 15 WHEREAS, in order to make the grant funds available for appropriation into the 2023 16
Community Relations and Economic Development budget, it is necessary to transfer the sum of 17
Three Thousand Seven Hundred Fifty Dollars ($3,750.00) from the Grant Fund (Fund #900) into 18 the General Fund (Fund #101). 19 20 NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel, 21 Indiana, that the Controller is authorized to transfer funds from the Grant Fund into the General 22
Fund (Fund #101) as follows: 23 24 $3,750.00 from GRANT FUND (Fund #900) 25 26
To 27
28 General Fund (Fund #101) - $3,750.00 29 30 31 32
33 34 35 36
37
38 39 40 41 42
CC 11-20-23-11 43 Page One of Two 44 45 46
SPONSOR: Councilor Rider
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023, at 11:59 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day 47 of ____________, 2023 by a vote of _____ ayes and _____ nays. 48
49 COMMON COUNCIL FOR THE CITY OF CARMEL 50 51 ___________________________________ 52 Jeff Worrell, President Laura Campbell, Vice-President 53
54 ___________________________________ ____________________________________ 55 Kevin Rider Sue Finkam 56 57 ___________________________________ ____________________________________ 58
Anthony Green Adam Aasen 59
60 ___________________________________ ___________________________________ 61 Tim Hannon Miles Nelson 62 63
___________________________________ 64 Teresa Ayers 65 66 ATTEST: 67 68
__________________________________ 69
Sue Wolfgang, Clerk 70 71 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 72 _________________________ 2023, at _______ __.M. 73
74 ____________________________________ 75 Sue Wolfgang, Clerk 76 77 Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 78
________________________ 2023, at _______ __.M. 79
80 ____________________________________ 81 James Brainard, Mayor 82 ATTEST: 83
84 ___________________________________ 85 Sue Wolfgang, Clerk 86 87 Resolution CC 11-20-23-11 88
Page Two of Two 89
90
SPONSOR(s): Councilors Campbell and Aasen
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 11:37 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
RESOLUTION CC 11-20-23-12 1 2 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, 3 INDIANA, AUTHORIZING A TRANSFER OF FUNDS 4 WITHIN THE 2023 CARMEL POLICE DEPARTMENT BUDGET 5 6
Synopsis: Transfers $255,000.00 from the Full Time Regular and Gasoline line items into 7 various line items within the 2023 Carmel Police Department Budget. 8 9 WHEREAS, the sum of Two Hundred Fifty Five Thousand Dollars ($255,000.00) is 10 needed to pay for expenses incurred in the Other Contracted Services and Electricity line items 11 within the 2023 Carmel Police Department budget; and, 12
13 WHEREAS, the 2023 Carmel Police Department Budget has excess funds in the amount 14 of $255,000.00 available in the following line items: 15 16
Carmel Police Department (1110): Line item 4110000 – Full Time Regular $205,000.00 17
Carmel Police Department (1110): Line item 4231400 – Gasoline $50,000.00 18 19 NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of 20 Carmel, Indiana, that the Controller is authorized to transfer funds within the 2023 Carmel Police 21 Department Budget as follows: 22
23 Carmel Police Department (#1110): Line item 4110000 – Full Time Regular $205,000.00 24 Carmel Police Department (#1110): Line item 4231400 – Gasoline $50,000.00 25 26
Into 27
28 Carmel Police Department (#1110): Line item 4350900 – Other Cont Services $205,000.00 29 Carmel Police Department (#1110): Line item 4348000 – Electricity $50,000.00 30 31 32
33 34 35 36
37
38 39 Resolution CC 11-20-23-12 40 Page One of Two 41 42
43 44 45 46
SPONSOR(s): Councilors Campbell and Aasen
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 11:37 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day 47 of ____________, 2023 by a vote of _____ ayes and _____ nays. 48
49 COMMON COUNCIL FOR THE CITY OF CARMEL 50 51 52 ___________________________________ 53
Jeff Worrell, President Laura Campbell, Vice-President 54 55 ___________________________________ ____________________________________ 56 Kevin Rider Sue Finkam 57 58
___________________________________ ____________________________________ 59
Anthony Green Adam Aasen 60 61 ___________________________________ ___________________________________ 62 Tim Hannon Miles Nelson 63
64 ___________________________________ 65 Teresa Ayers 66 67 ATTEST: 68
69
__________________________________ 70 Sue Wolfgang, Clerk 71 72 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 73
_________________________ 2023, at _______ __.M. 74 75 ____________________________________ 76 Sue Wolfgang, Clerk 77 78
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 79
________________________ 2023, at _______ __.M. 80 81 ____________________________________ 82 James Brainard, Mayor 83
ATTEST: 84 85 ___________________________________ 86 Sue Wolfgang, Clerk 87 88
Resolution CC 11-20-23-12 89
Page Two of Two 90 91 92
SPONSORS: Councilors Campbell and Aasen
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 11:48 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
RESOLUTION CC 11-20-23-13 1 2 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, 3 INDIANA, APPROVING A TRANSFER OF FUNDS BETWEEN THE 2023 4 DEPARTMENT OF COMMUNITY SERVICES BUDGET AND THE NON-REVERTING 5 CARMEL HISTORIC PRESERVATION FUND (#507) 6
7 Synopsis: Transfers funds from the 2023 Department of Community Services Budget into 8 the Non-Reverting Carmel Historic Preservation Fund (#507). 9 10 WHEREAS, in 2018 the Carmel Common Council converted the Carmel Historic 11 Preservation Fund (#507) into a non-reverting fund to enable the Carmel Historic Preservation 12
Commission (the “Commission”) to undertake larger projects and better fulfill its mission; and 13 14 WHEREAS, in order to retain the funds appropriated for the Commission’s 2023 15 projects, the funds must be transferred from the 2023 Department of Community Services 16
Budget into the Non-Reverting Carmel Historic Preservation Fund (#507); and 17
18 WHEREAS, the 2023 Department of Community Services Budget has excess funds in 19 the amount of Sixty Three Thousand Five Hundred Ninety Dollars and Twenty Nine Cents 20 ($63,590.29) in Line Item 4359029 – Historic Preservation Comm. 21 22 NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of 23 Carmel, Indiana, that the Controller is authorized to transfer funds from the 2023 Department of 24 Community Services Budget to the Non-Reverting Carmel Historic Preservation Fund (#507) as 25 follows: 26
27 Department of Community Services (1192): Line Item 4359029 – Historic Preservation 28 Comm. - $63,590.29 29 30 To 31 32 Non-Reverting Carmel Historic Preservation Fund (#507) - $63,590.29 33 34 35 36
37
38 39 40 41 42
Resolution CC 11-20-23-13 43 Page One of Two 44 45 46
SPONSORS: Councilors Campbell and Aasen
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 8, 2023 at 11:48 p.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day 47 of ____________, 2023 by a vote of _____ ayes and _____ nays. 48
49 COMMON COUNCIL FOR THE CITY OF CARMEL 50 51 52 ___________________________________ 53
Jeff Worrell, President Laura Campbell, Vice-President 54 55 ___________________________________ ____________________________________ 56 Kevin Rider Sue Finkam 57 58
___________________________________ ____________________________________ 59
Anthony Green Adam Aasen 60 61 ___________________________________ ___________________________________ 62 Tim Hannon Miles Nelson 63
64 ___________________________________ 65 Teresa Ayers 66 67 ATTEST: 68
69
__________________________________ 70 Sue Wolfgang, Clerk 71 72 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 73
_________________________ 2023, at _______ __.M. 74 75 ____________________________________ 76 Sue Wolfgang, Clerk 77 78
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 79
________________________ 2023, at _______ __.M. 80 81 ____________________________________ 82 James Brainard, Mayor 83
ATTEST: 84 85 ___________________________________ 86 Sue Wolfgang, Clerk 87 88
Resolution CC 11-20-23-13 89
Page Two of Two 90 91
SPONSORS: Councilors Campbell and Aasen
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 9, 2023 at 12:09 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
RESOLUTION CC 11-20-23-14 1 2 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, 3 INDIANA, APPROVING A TRANSFER OF FUNDS BETWEEN THE 2023 4 DEPARTMENT OF COMMUNITY SERVICES BUDGET AND THE NON-REVERTING 5 SIDEWALK PROGRAM FUND (FUND #925) 6
7 Synopsis: Transfers $8,636.20 from the 2023 Department of Community Services budget 8 into the Non-Reverting Sidewalk Program Fund (Fund #925). 9 10 WHEREAS, the 2023 Department of Community Services budget has Eight Thousand 11 Six Hundred Thirty Six Dollars and Twenty Cents ($8,636.20) remaining in line item 4462200 12
Sidewalk Improvements (the “Funds”); and 13 14 WHEREAS, in order to use the Funds for the 2024 Sidewalk Grant Program, they must 15 be transferred from the 2023 Department of Community Services budget to the Non-Reverting 16
Sidewalk Program Fund (Fund #925) 17
18 NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of 19 Carmel, Indiana, that the Controller is authorized to transfer funds from the 2023 Department of 20 Community Services budget into the Non-Reverting Sidewalk Program Fund (Fund #925) as 21 follows: 22
23 24 Department of Community Services (1192): Line Item 4462200 – Sidewalk Improvements 25 $8,636.20 26
27 INTO 28 29 Non-Reverting Sidewalk Program Fund (Fund #925) - $8,636.20 30 31 32
33 34 35 36
37
38 39 40 41 Resolution CC 11-20-23-14 42
Page One of Two 43 44 45
SPONSORS: Councilors Campbell and Aasen
This Resolution was prepared by Jon Oberlander, Corporation Counsel, on November 9, 2023 at 12:09 a.m. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
46 SO RESOLVED, by the Common Council of the City of Carmel, Indiana, this ____ day 47
of ____________, 2023 by a vote of _____ ayes and _____ nays. 48
49 COMMON COUNCIL FOR THE CITY OF CARMEL 50 51 52
___________________________________ 53 Jeff Worrell, President Laura Campbell, Vice-President 54 55 ___________________________________ ____________________________________ 56 Kevin Rider Sue Finkam 57
58
___________________________________ ____________________________________ 59 Anthony Green Adam Aasen 60 61 ___________________________________ ___________________________________ 62
Tim Hannon Miles Nelson 63 64 ___________________________________ 65 Teresa Ayers 66 67
ATTEST: 68
69 __________________________________ 70 Sue Wolfgang, Clerk 71 72
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 73 _________________________ 2023, at _______ __.M. 74 75 ____________________________________ 76 Sue Wolfgang, Clerk 77
78
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 79 ________________________ 2023, at _______ __.M. 80 81 ____________________________________ 82
James Brainard, Mayor 83 ATTEST: 84 85 ___________________________________ 86 Sue Wolfgang, Clerk 87
88
Resolution CC 11-20-23-14 89 Page Two of Two 90
SPONSOR: Councilor Aasen
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on 11/9/23 at 9:17 AM. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
ORDINANCE D-2691-23 1 2 AN ORDINANCE OF THE COMMON COUNCIL OF THE 3 CITY OF CARMEL, INDIANA, DESIGNATING THE CAPERTON-CARTER HOUSE 4 HISTORIC DISTRICT LOCATED AT 35 AND 39 MAPLECREST DRIVE. 5 6
Synopsis: Designates a historic district consisting of the Caperton-Carter House 7 property, located at 35 and 39 Maplecrest Drive. 8 9 WHEREAS, the mission of the Carmel Historic Preservation Commission (the 10 “Commission”) is to preserve and protect the historic or architecturally worthy buildings, 11 structures, sites, monuments, streetscapes, squares, and neighborhoods of designated historic 12
districts located within the City’s corporate limits; and 13 14 WHEREAS, in order to fulfill its mission, the Commission commissioned an update to 15 earlier surveys in order to identify historic buildings, structures, and sites located within the City 16
(the “Survey”); and 17
18 WHEREAS, on March 3, 2023, the owner of real property located at 35 and 39 19 Maplecrest Drive, Carmel, IN 46033, submitted an application to the Commission seeking a 20 historic district designation for said property; and 21 22 WHEREAS, the Commission used the property owner’s application and the results of 23 the Survey to prepare a map designating the boundaries of the proposed Caperton-Carter House 24 Historic District (the “District”); and 25 26
WHEREAS, pursuant to Carmel City Code § 2-188(d)(8), on October 12, 2023, the 27
Commission held a public hearing for the purpose of allowing discussion and public comment on 28 the proposed District; and 29 30 WHEREAS, at the October 12, 2023, public meeting, the Commission held that the 31 proposed District has historic and architectural significance that merits the protection of the 32
property as a historic district; and 33 34 WHEREAS, pursuant to Indiana Code §36-7-11-7 and Carmel City Code § 2-188(d), the 35 Carmel Common Council (the “Council”) is authorized to designate a historic district following 36
the written recommendation to establish such a district by the Commission; and 37
38 WHEREAS, in accordance with Carmel City Code § 2-188(d), the Commission has 39 prepared a map of the District, classified and designated all buildings, structures and sites located 40 within the District, and drafted proposed design and architectural standards for the District, all of 41 which are attached hereto and incorporated herein as Exhibit A; and 42
43 Ordinance D-2691-23 44 Page One of Three Pages 45
SPONSOR: Councilor Aasen
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on 11/9/23 at 9:17 AM. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
WHEREAS, the Commission has now presented the District map, classification and 46 designation of structures located within the District, and proposed standards for the District to 47
the Council for its approval as a historic district; and 48 49 WHEREAS, the establishment of the Caperton-Carter House Historic District is in the 50 public interest. 51
52 NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of 53 Carmel, Indiana, that: 54 55 Section 1: The forgoing Recitals are incorporated herein by this reference. 56 57
Section 2: The map, classifications and designations of structures, and the proposed 58 standards for the proposed Caperton-Carter House Historic District as set forth in Exhibit A are 59 hereby approved by the Common Council, and the Caperton-Carter House Historic District is 60 hereby established. 61
62
Section 3: Two copies of the map of the Caperton-Carter House Historic District shall be 63 placed on file in the Office of the Clerk for public inspection. 64 65 Section 4: This Ordinance shall be in full force and effect from and after its passage and 66 signing by the Mayor. 67
68 69 70 71
72
73 74 75 76 77
78
[Remainder of page intentionally left blank] 79 80 81
82
83 84 85 86 87
Ordinance D-2691-23 88 Page Two of Three Pages 89 90 91
SPONSOR: Councilor Aasen
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on 11/9/23 at 9:17 AM. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of 92 ________, 2023, by a vote of _____ ayes and _____ nays. 93
94 COMMON COUNCIL FOR THE CITY OF CARMEL 95 96 97
___________________________________ 98
Jeff Worrell, President Laura Campbell, Vice-President 99 100 ___________________________________ ____________________________________ 101 Kevin Rider Sue Finkam 102 103
___________________________________ ____________________________________ 104 Anthony Green Adam Aasen 105 106 ___________________________________ ___________________________________ 107
Tim Hannon Miles Nelson 108
109 ___________________________________ 110 Teresa Ayers 111 112 ATTEST: 113
114 __________________________________ 115 Sue Wolfgang, Clerk 116 117
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 118
_________________________ 2023, at _______ __.M. 119 120 ____________________________________ 121 Sue Wolfgang, Clerk 122 123
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 124 ________________________ 2023, at _______ __.M. 125 126 ____________________________________ 127
James Brainard, Mayor 128
ATTEST: 129 130 ___________________________________ 131 Sue Wolfgang, Clerk 132 133
Ordinance D-2691-23 134 Page Three of Three Pages 135 136 137
Carmel
Historic
Preservation
Commission
Caperton-Carter House
Preservation Plan
Recommended by the Carmel Historic Preservation Commission
October 12, 2023 Carmel, Hamilton County, Indiana
EXHIBIT A
2
Caperton-Carter House 35 and 39 Maplecrest Drive Carmel, Hamilton County, Indiana, 46033
THE CARMEL
HISTORIC PRESERVATION COMMISSION
Prepared By:
The Carmel Historic Preservation Commission
Carmel, Hamilton County, Indiana
Historical Information Provided By:
The Carmel Clay Historical Society
October 2023
Recommended by the Carmel Historic Preservation Commission
Officially adopted by Carmel City Council November 20, 2023
3
TABLE OF CONTENTS
Owner 4
Historic and Architectural Design Analysis 4
• Construction Information 4
• Legal Description 4
• Statement of Significance 5
• Boundary Map of the Historic District 8
• Physical Description 9
Preservation Objectives 10
Architectural and Design Standards 11
• Guidelines for Rehabilitations to the House 12
• Guidelines for Demolition and Infill Construction 17
• Guidelines for Additions to the House 21
• Guidelines for Site Development and Landscaping 21
APPENDIX I: PHOTOGRAPHS 24
4
OWNER
Eleanor Carter
35 and 39 Maplecrest Drive
Carmel, Indiana 46033
HISTORIC AND ARCHITECTURAL
DESIGN ANALYSIS
CONSTRUCTION INFORMATION
Date of original design, construction, or origin: 1932-33
LEGAL DESCRIPTION
The subject property comprises three parcels of land which includes three structures: “the
house” (which is the primary structure), “the Carriage House” (an accessory structure), and the
“summer house” (another accessory structure) and an in-ground pool. The property is described
as follows:
Parcels 17-10-29-03-01-003.000, 16-10-30-04-05-004.000, and 16-10-30-04-05-006.000
located in the City of Carmel, Section 29, Township 18, Range 4 of Hamilton County, Indiana.
Containing 3.11 acres.
The “historic district” is defined as the parcel comprising the property and three historic
buildings.
5
STATEMENT OF SIGNIFICANCE
The original inhabitants of the area now known as Hamilton County were the Delaware tribe, who raised crops on the waterway now known as the White River.1 The 1818 Treaty of St.
Mary’s, as well and the later removal of the indigenous peoples in the area, opened the land for white settlement.2 For much of its history, Carmel remained a quiet and sleepy farming village, tucked away in the southwest corner of Hamilton County, Indiana. The townships of Clay and
Delaware consisted of a patchwork of farmsteads, most of whose origins dated to the early nineteenth century. Many of the early settlers who constituted the population of early Carmel consisted of members of the Society of Friends (Quakers) and their Methodist neighbors.
Agriculture would remain the predominant theme of the community through the nineteenth century and well into the next. The Caperton-Carter House is located in the City of Carmel, Clay Township, Hamilton County, Indiana. It lies in the portion of Clay Township located east of present-day Keystone Parkway. The address comprises a parcel of 3.11 deeded acres in Section 29, Township 18, Range 4. The allocation of land in Clay Township from the federal government to pioneers occurred largely between the 1822 formation of Hamilton County and 1838 under the terms of the Northwest Ordinance.3 Clay Township itself was established in 1833, having been carved out of the original territory of Delaware Township, which first encompassed all land west of the White River in Hamilton County.4
In 1837, the Village of Bethlehem was founded at the intersection of present-day Main Street and Rangeline Road and would eventually become the downtown center for the City of Carmel.
The name was changed from Bethlehem to Carmel when the town was incorporated in 1874.5 The site of the historic house is located approximately 5.9 miles from the center of Carmel.
Fourteen schools had been established in Clay and western Delaware Townships by the late 1850s, including five in south Clay Township.6 Ten churches had also developed within the same area. United Brethren Church in south Clay Township would have been nearest to the historic site. In the 1860s, the population of Clay Township reached 1,161.7 Advancements in transportation were transformative for the development of Carmel and Clay Township. In 1883, the arrival of the Monon Railroad linked Carmel to Indianapolis, Westfield,
1 Hamilton County Interim Report. (Historic Landmarks Foundation of Indiana: Indianapolis, 1992), xiv.
2 Ibid.
3 Hamilton County Surveyor’s Office. Original Hamilton County Land Grants. 1993 ed., revised 1999.
Accessed January 22, 2018, http://www.hamiltoncounty.in.gov/DocumentCenter/Home/View/2037
4 Van Allen, Elizabeth J., Carmel Grows Up: The History and Vision of an Edge City (Carmel-Clay
Historical Society: Carmel, IN, 2017), 3. http://www.carmelclayhistory.org/the-history-of-carmel
5 Ibid., 5.
6 Van Allen, 3.
7 Ibid.
6
Sheridan and Lafayette by passenger and freight rail.8 In 1903, the Indiana Union Traction Interurban Line began serving Clay Township, linking the area to all parts of the state and
coinciding with the electrification of Carmel and its environs.9 Despite the appearance of modern infrastructure, Carmel and Clay Township remained agricultural in focus with a small population throughout the early twentieth century. By 1930, Carmel-proper had only 682
citizens, but the town had managed to erect a Carnegie library in 191010 and a new high school in 1923.11 The town experienced little change during the interwar years when Woods Caperton built this home; however, the construction of U.S. 31 afforded Carmel the economic and
geographic benefits of connectivity to the city of Indianapolis while also creating a distinct line of demarcation between the east and west sections of Carmel and Clay Township.12 During the 1950s and 1960s, Carmel experienced suburbanization amid the postwar housing boom and patterns of flight from the urban core of Indianapolis.13 By the 1970s, agriculture ceased to be the dominant land use and category of occupation in Clay Township as more property was developed for commercial and residential purposes.14 Indeed, between 1970 and 1980, the population of Carmel escalated from 6,578 to 18,272.15 The city experienced 21 annexations during the 1960s and 41 annexations during the 1970s.16 Carmel gained City status in 1974 and experienced significant expansion of transportation infrastructure over the decade of the 1970s, including the widening of U.S. 31, the construction of I-465, and the extension of Keystone Parkway through Clay Township – all of which boosted the mutual accessibility of Carmel and Indianapolis, furthering Carmel’s rapid growth as a suburban community.17 Expansion of roadways and tax incentives created new opportunities for corporations to locate in Carmel, and many companies established headquarters along U.S. 31 in the 1980s, including Thomson Consumer Electronics, Delta Faucets, and Conseco Insurance.18 During the 1980s and 1990s, Duke Associates and Robert V. Welch also
developed the Meridian Technology Center at 116th and Pennsylvania Streets and the Carmel Science and Technology Park along U.S. 31, contributing to the westward thrust of development in Carmel.19 Concurrently, the population of Carmel skyrocketed during this period, ultimately
reaching a population of roughly 101,964 by 2022.20 Construction on the house began in 1932 by Woods Caperton Sr. Caperton was a well-
connected Eli Lilly executive who lived primarily in Indianapolis with his wife Sue. They purchased a farm in Carmel in the early 1930s and began building the main residence.21 Following Caperton Sr.’s death in October 1933, the home was then primarily occupied by his
8 Ibid., 6.
9 Ibid.
10 Ibid.
11 Ibid., 7.
12 Ibid., 8.
13 Ibid.
14 Ibid.
15 Ibid.
16 Ibid.
17 Ibid.
18 Ibid., 11.
19 Ibid.
20 United States Census Bureau. QuickFacts: Carmel city, Indiana. Accessed online July 12, 2023. https://www.census.gov/quickfacts/carmelcityindiana
21 “Sudden Death WA Caperton Near Carmel,” Noblesville Ledger, October 11, 1933, p. 1. Accessed online May 2, 2023. https://www.newspapers.com/image/353576322.
7
son Woods Caperton Jr. and his wife Martha. Woods Caperton Jr., who named his property “Cricklewood Farm”, was well-known as a breeder of Percheron horses.
In 1945, the home was sold to Mary Fairbanks, the daughter of Charles Fairbanks, who served as Vice President of the United States during Theodore Roosevelt’s second term.22 By the late
1950s, Mary Fairbanks had transferred ownership to her sons David Fairbanks Causey and Lewis Dean Causey and their spouses. David and Barbara Causey retained acreage adjacent to the Caperton-Carter House, building a Mid-Century Modern home for their residence (now
demolished). The Causey family collectively sold the home in 1965 to Joseph S. Dawson, a prolific real estate developer in Indianapolis and Carmel. Dawson, who was the president of Broad Ripple Lumber Company, extensively remodeled the interior of the home over the course of five years.23 It was during his tenure that Dawson subdivided the remainder of the estate into lots for the surrounding neighborhood, which he named Cool Creek Estates. Gerald and Anna LeMay purchased the remodeled version of the home c.1970. Gerald was well-known as a franchise owner of various Burger Chef restaurants in Central Indiana. The LeMay family would only stay in the house for four years, selling the home to Charles and Eleanor Carter in 1974. Mrs. Carter remains the owner to this day.
22 “Mrs. Fairbanks Causey Buys a Carmel Farm,” Noblesville Ledger, August 18, 1945, p. 1. Accessed online August 8, 2023. https://www.newspapers.com/image/353698661.
23 “Beauty of Yesteryear Lives on In Cool Creek,” Indianapolis Star, January 18, 1970, p. 123. Accessed online August 10, 2023. https://www.newspapers.com/image/106837184.
8
BOUNDARY MAP OF THE HISTORIC
DISTRICT
Figure 1. Black line highlights CHPC boundary of the Caperton-Carter House
Historic District, which is consistent with the boundary for Parcels 17-10-29-03-01-003.000, 16-
10-30-04-05-004.000, and 16-10-30-04-05-006.000.
9
PHYSICAL DESCRIPTION
The Caperton-Carter House is a front-gabled two-story French Eclectic style house with a square footprint and a primary north-south axis. Its north façade faces East Main Street, and the primary entrance is located on its west façade. The house is set back from Maplecrest Drive
and accessed from a long driveway. During warmer months, the house is slightly obscured from view due to the tree line. The house has a limestone veneer exterior on both levels. The main home has a gabled tile roof and wood windows with muntins between the glass panes.
The west façade is divided into three major segments. At the left (north) end is a wooden door and casement window on the first floor. The second floor of this segment contains a gabled
dormer window. On the first floor of the center of the façade is a wood front door with a casement window on its left and a projecting gable on the right. The projecting gable has a single pane casement window on the first floor and a double pane casement window on the second floor. There is a single pane casement window on the first floor to the right of the projecting gable. The second floor of the center section contains two gabled dormer windows. This center section of the façade also contains one offset left, exterior, stone veneer chimney and one offset right, exterior, stone veneer chimney. On the right (south) of the western façade is a gabled projection with a triple paned casement window on the first floor and single pane casement window on the second floor. The north façade contains two single paned casement windows on the first floor of the building. The second floor contains a Palladian casement window with a stone balcony. The east façade, like the west, contains three different segments. The left side (south) contains
a three paneled casement window on the first floor and a single panel casement window on the second floor. The central section of the east façade contains two bay windows on the first floor. There is also a door in the center with a crest above it. The second floor of the central section is
flanked by three paned gable windows with a segmental dormer casement window in the center. This section also has a single-pane window on both floors on its sides. The right (north) side contains a horizontal three paned casement window and a vertical two paned casement window
on the first floor. The second floor of this section contains a two-paned casement window and a gabled single pane window.
The south façade has a three-door garage on the first floor. At the level of the second floor,
there are two gabled dormer windows.
Located to the northeast of the historic house is the summer house, connected to the pool. The building has a stone façade and gabled asphalt roof. To the south of the home is the carriage house. The building has a stone foundation and an asphalt roof. The house contains a two-door garage on the north façade. Both east and west facades of the house contain gabled two paned casement windows. The South façade contains
a stone chimney.
10
PRESERVATION OBJECTIVES
The subject structures, exterior features of the site and architectural and historic
character thereof shall be preserved as a significant resource of Carmel.
Preservation Criteria
1. Any development, construction, reconstruction, or alteration of the subject exterior
structure or site shall be appropriate to the property’s historic and architectural
values and significance.
2. Any development, construction, reconstruction, or alteration to the exterior shall be
visually compatible and appropriate in function, general design, arrangement, color,
texture, and materials to the design and character of the subject property.
3. The latest edition Secretary of the Interior’s Guidelines for Rehabilitation can be used as a
resource when determining proper techniques to meet the above preservation
criteria.
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ARCHITECTURAL AND DESIGN
STANDARDS
Purpose of Architectural and Design Standards
These standards are intended to assist the property owner of the Caperton-Carter House in
choosing an appropriate approach to issues which arise when working on or
developing this historic property. The standards are not meant to restrict creativity, but
rather are meant to suggest appropriate approaches and to guard against unsympathetic
actions.
Each standard contains a set of guidelines that provide recommended and not recommended
approaches to specific kinds of work to be undertaken.
Certificates of Appropriateness (COAs)
The Carmel Historic Preservation Commission (CHPC) grants approvals by issuing
Certificates of Appropriateness (COA). The CHPC uses the design standards when it
reviews and makes decisions regarding alterations, new construction, reconstruction,
and demolition.
The CHPC’s Statutory Authority to Approve
A state statute (I.C. 36-7-11) authorizes the CHPC to review and approve the following
actions before they occur in a district:
• Construction of any structure
• Reconstruction of any structure
• Alteration of any structure
• Demolition of any structure
Unless otherwise stated in this plan, it is presumed that all actions related to the above
four items MUST BE APPROVED by the CHPC and it is presumed that related design
guidelines are enforceable.
The CHPC’s Jurisdiction
The historic area as defined on page 4 in this Preservation Plan is the site of three
buildings, the “house”, the “carriage house” and the “summer house” with pool.
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All three structures are of a basic rectangular form and demonstrate a high degree of integrity.
The house is an Outstanding local example of early 20th-century French Eclectic architecture, as
identified in the Carmel Historic Architecture Survey, adopted by the City Council in 2014.
Under the Caperton-Carter House Historic District Preservation Plan, the CHPC does not have
any authority over the interior of the building or any interior furnishings and
elements.
GUIDELINES FOR REHABILITATION OF THE
CAPERTON-CARTER HOUSE
Accessibility
The City of Carmel recognizes the need to accommodate and include persons with
disabilities to the greatest extent possible. Regarding historic areas, the goal is to
facilitate universal access for all persons without destroying a building’s historic and
architecturally significant materials and character defining features. When modifying
an existing building to provide accessibility, the following guidelines should be followed:
RECOMMENDED:
1. The new element or alteration will have as little visual impact as possible on the historic
character of the building.
2. The new element or alteration shall be easily reversible (i.e., impermanent) such that it could
be removed to return the building to its original appearance.
3. Ramps shall be carefully designed and located to preserve the building’s character.
4. Materials for ramps shall be compatible with the building. If painted or stained, wood
ramps shall be painted or stained to match the building.
5. Handrails will be made of metal or wood. Wire or cable handrails are not appropriate.
6. Lifts shall be as inconspicuous as possible. If feasible, lifts will disappear into the ground, be
built into another feature, or painted to match the adjoining materials.
7. Ramps, lifts, etc. can be screened with landscaping.
8. If an existing door opening is too narrow to accommodate a wheelchair and its alteration
would significantly diminish the historic integrity and character of the building or result in the loss
of a significant historic door, consider installing off-set door hinges to increase the effective
width of the door opening without physically altering it.
9. Consider installing automatic door openers or frictionless hinges to make doors easier to
open.
10. Accessibility components shall be:
A. temporary,
B. not destroy historic fabric, and
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C. be of materials and/or color that has the least visual impact on the historic structure.
NOT RECOMMENDED:
1. Unnecessarily covering significant architectural details or damaging historic material.
Note: The CHPC is not responsible for ensuring that applicants meet federal, state and local accessibility
requirements. The recommendations in this plan are guidelines and are not descriptions of legal
requirements regarding accessibility. Consult the local building code and state and federal laws and
regulations to determine legal requirements for accessibility
Doors and Door Openings
RECOMMENDED:
1. Original doors shall be repaired and retained, or if beyond repair, replicated.
2. If an original door is lost, its replacement will reflect the character and style of the building.
3. If an alteration to a door opening must be made, it shall be done with as little effect on the
historic character of the building as possible.
NOT RECOMMENDED:
1. Eliminating original or adding new door openings, especially on significant elevations. Any
new openings should be distinguishable from the original openings.
2. Changing the original size and shape of door openings.
Masonry
RECOMMENDED:
1. Identify and stop the causes of damaged masonry before undertaking repairs.
2. If mortar is missing or loose, the joints shall be cleaned out with care so as not to damage the
brick or stone.
3. Repoint using a mortar mix that closely matches the composition, joint profile and color of
the original. An expert will be consulted to assure the proper mortar is used.
4. Whenever replacement brick or stone is needed, use salvaged or new material which closely
matches the original in size, color, uniformity and texture.
5. Any cleaning shall be done using the gentlest method possible and will be stopped at the first
evidence of damage to masonry. Test patches shall be used to assess the effect of any
proposed cleaning method.
6. If historic chimneys or chimney pots are damaged, an effort should be made to repair rather
than replace the features. If it is determined that the chimney pots cannot be repaired, they
should be replaced with new chimney pots that resemble the originals as closely as possible in
size, shape, color, and materials.
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NOT RECOMMENDED:
1. Power grinders. The mechanical equipment is cumbersome and even the most skilled
worker will tire or slip and cause irreversible damage.
2. Sandblasting, high pressure water blasting (over 600 psi), grinding, and harsh chemicals.
3. Painting, waterproof and water repellent coatings, unless masonry has been previously
treated. They are generally not needed and can potentially cause serious damage to the
masonry. Also avoid covering masonry with tar or cement coatings.
Wood
RECOMMENDED:
1. Identify and stop the causes of damaged wood before undertaking repairs.
2. Retain coatings, including paint, which protect the wood from moisture and weathering.
3. Repair wood features by patching, piecing-in, or limited replacement in-kind using
remaining elements as prototypes.
4. Replace any wood that cannot be repaired with in-kind material that matches the original in
size, profile, and texture. Any clapboard siding replaced on the property should be of smooth
cedar or poplar.
NOT RECOMMENDED:
1. Stripping paint and varnish to bare wood.
2. Utilizing substitute materials that do not convey the visual appearance of existing wood
features or are not physically or chemically compatible.
Paint
RECOMMENDED:
1. Gently remove all loose, flaking paint and clean the surface before repainting. It is not
necessary to remove all old paint as long as it is firmly fixed to the surface.
2. Paint colors shall be submitted to the Commission for review and approval.
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NOT RECOMMENDED:
1. Any type of permanent coating system.
2. Waterblasting and other forms of abrasive cleaning as a method of paint removal.
3. Painting any previously unpainted masonry
Roofs, Roof Elements, and Guttering and Downspouts
RECOMMENDED:
1. Retain existing tile roofing material on the main house. If the roof reaches the end of its current lifespan and cannot be repaired, replacement roofing shall match the existing, original roofing material. Asphalt shingle roofing may be replaced with in-kind materials.
2. Mechanical and service equipment (such as condensers, transformers or solar collectors) shall not be installed on the roof, other exterior surfaces, or other locations on the property where they would be visible from the public right-of-way. 3. Original chimneys that contribute to the roof character shall be repaired and retained. If no longer in use, they shall be capped rather than removed. 4. Retain existing copper gutters and downspouts on main house. If gutters need to be replaced and cannot be repaired, new gutters should match existing materials.
NOT RECOMMENDED:
1. Altering a roof slope and shape in a way that changes the historic character of the building.
2. Adding dormers or roof sheds which change the significant character of the building.
3. Expanding or connecting existing dormers.
4. Adding skylights visible from a public right-of-way.
5. Placing roof vents, metal chimneys, antennas, solar panels, satellite dishes (over 18 inches),
air conditioning units, and other mechanical equipment where visible from the street.
6. Covering roof in an inappropriate material, such as standing-seam metal or similar products.
Security Items
RECOMMENDED:
1. Security devices that will not detract from the character of the building and surrounding
area. Acceptable examples include installing locks on windows and doors, installing alarm
systems, and installing lighting.
2. If a security door is necessary, it is recommended the security doors will:
a. have as few bars as possible,
b. be simple in design with no decorative details,
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c. fit the door opening exactly, without alteration to the door frame, and
d. painted to match the door it protects.
3. Consider installing fixed bars on the inside of basement windows because of their minimal
impact to the character of a building.
NOT RECOMMENDED:
1. Overly decorative security doors.
2. Exterior folding gates on the front of the building.
Windows and Window Openings
RECOMMENDED:
1. Windows define architectural character and historic significance. Original materials and features will be retained. The house includes leaded glass windows and doors as character-defining features. These windows and doors shall be retained and not replaced. 2. Window replacement shall be considered only when one of the following conditions exist and can be documented:
a. The existing windows are not original and are not significant. b. The condition is so deteriorated that repair is not economically feasible. 3. Rather than replacing windows to attain energy efficiency, existing windows shall be repaired and retrofitted using caulk, weather-stripping, modern mechanical parts, and exterior or interior storm windows. Some windows can be slightly altered to accept insulated glass. 4. Storm windows may be of any material, provided the finished product is the same color as the underlying window frame. They should be as invisible and unnoticeable as possible from the
exterior of the house. 5. Original window trim shall be preserved and retained. Badly deteriorated sections shall be replaced to match the original.
6. Historic casement windows are important architectural features. Every effort will be made to retain them and maintain and repair them in an appropriate manner. 7. Any replacement glazing shall be outfitted on its inside surface with a diamond-paned
leading pattern compatible in appearance with the leading on the original windows of the house. 8. Window openings may utilize canvas awnings for protection from the elements. NOT RECOMMENDED:
1. Replacement windows not similar to the original in size, dimension, shape, design, pattern,
and material.
2. Creating new window openings or eliminating original window openings. This will be
considered only when necessary. Avoid doing so on significant, highly visible facades. Do not
downsize original window openings.
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Lighting
RECOMMENDED: 1. The guidelines do not provide specific requirements for exterior lighting; however, homeowners are encouraged to select fixtures that complement the character of the
house when choosing replacement lighting. NOT RECOMMENDED: 1. Light fixtures that shine upward, contributing to light pollution. Porches and Terraces
RECOMMENDED: 1. Existing porches shall be retained and maintained without alteration to their character. 2. Existing stoops may be altered or removed as needed.
GUIDELINES FOR DEMOLITION AND INFILL
CONSTRUCTION
Introduction
This section explains the type of work considered in this plan to be demolition to be used when reviewing applications for Certificates of Appropriateness that include demolition. Before
receiving any permits or undertaking any work that constitutes demolition, a Certificate of Appropriateness from the Carmel Historic Preservation Commission must be issued. Definition
For the purpose of this plan, demolition shall be defined as the razing, wrecking or removal by
any means of the entire or partial exterior of a structure. The following examples are meant to
help define demolition and are not all-inclusive:
1. The razing, wrecking or removal of a total structure.
2. The razing, wrecking or removal of part of a structure, resulting in a reduction in its mass,
height or volume.
3. The razing, wrecking or removal of an enclosed or open addition.
Some work that may otherwise be considered demolition may be considered rehabilitation, if
done in conjunction with a CHPC Certificate of Appropriateness for rehabilitation.
Examples include:
1. The removal or destruction of exterior siding and face material, exterior surface trim,
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and portions of exterior walls.
2. The removal or destruction of those elements which provide enclosure at openings in any
exterior wall (e.g., window units, doors, panels).
3. The removal or destruction of architectural, decorative or structural features and
elements which are part of the exterior of a structure or on the property (e.g., parapets,
cornices, brackets, chimneys, terrace or patios).
Examples of work not included in demolition:
1. Any work on the interior of a structure.
2. The removal of small exterior elements of the structure that are not structurally
integrated with the main structure and are generally considered rehabilitation, such as
utility and mechanical equipment, awnings, light fixtures, fire escapes, signs, paint,
fencing, sidewalks, streets, curbs, landscaping and asphalt driveway. Such work may
require a Certificate of Appropriateness under other guidelines in this plan.
Approval
The CHPC requires a Certificate of Appropriateness for demolition if any of the proposed
activities include razing, wrecking or removal of any part of the historic house, the garage, or
the corn bin. The CHPC may ask interested individuals or organizations for assistance in
seeking an alternative to demolition. The Commission will also consider how the loss of a
building, or a portion thereof, will affect the character of the surrounding area, and in the
case of partial demolition, the building itself.
The CHPC will consider issuing a Certificate of Appropriateness for the full or partial
demolition of a building within the historic district only if one or more of the following are true:
1. The structure poses an immediate and substantial threat to the public safety.
2. The historic or architectural significance of the structure or part thereof is such that, in the
Commission's opinion, it does not contribute to the historic character of the structure and
the historic area, or the context thereof.
3. The demolition is necessary to allow new development which, in the Commission's
opinion, is of greater significance to the preservation of the historic area than its retention of
the structure, or portion thereof, for which demolition is sought.
4. The structure or property cannot be put to any reasonable economically beneficial use for
which it is or may be reasonably adapted without approval of demolition.
When evaluating a proposal for demolition, the CHPC shall consider the following criteria for
demolition as guidelines for determining appropriate action:
CONDITION
Demolition of a historic building may be justified by condition. In certain instances demolition
of selective parts of the building may be authorized after proper evaluation by the Carmel
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Historic Preservation Commission.
SIGNIFICANCE
The Commission has the responsibility of determining the significance of a structure. With
the adoption of this plan, the commission has determined:
1. The Caperton-Carter House is contributing to the architectural and historical significance
of the site.
2. The summer house is contributing to the architectural significance of the site.
3. The carriage house is contributing to the architectural and historical significance of the
site.
The Commission will also consider how the loss of a building, or a portion thereof, will affect
the character of the surrounding area, and in the case of partial demolition, the building
itself.
REPLACEMENT
Demolition of a structure may be justified when, in the opinion of the Commission, the
proposed new development with which it will be replaced is of greater significance to the
preservation of the area than retention of the existing structure. This will only be the case
when the structure to be demolished is not of material significance, the loss of the structure
will have minimal effect on the historic character of the area, and the new development will
be compatible, appropriate and beneficial to the area.
To afford the Commission the ability to consider demolition on the basis of replacement
development, the applicant shall submit the following information as required by the
Commission or its staff:
1. Proposed elevations and floor plans.
2. A scaled streetscape drawing showing the new development in its context (usually
including at least two buildings on either side).
3. A site plan showing the structure(s) to be demolished and the new development.
4. A written description of the new development.
5. A time schedule for construction and evidence that the new construction will occur.
6. Any other information which would assist the Commission in determining the
appropriateness of the new development and its value relative to the existing structure(s).
Infill Construction
An individually designated historic building demonstrates a higher level of significance.
Designing an addition or new construction within the historic district will require a higher
level of scrutiny by the Commission to ensure the historic building retains its individual
significance. One of the purposes of design review is to ensure that any negative visual
impact of new construction is eliminated or minimized. In the best situation, new construction
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can aid in the understanding of the district. Aspirations for new construction in a historic
district are:
1. To maintain the character of the district;
2. To reinforce the integrity of the district;
3. Not to impede the sense of time and place created by the district.
The basic test for any new construction, both additions and infill structures is: How does the
project affect the ability to perceive the district’s sense of time and place? A new building
that hinders this perception is unacceptable. It is generally the policy of the Carmel Historic
Preservation Commission that contemporary and compatible new design is preferred to
overly replicative design. Respecting the characteristics of the district is more important
than replicating its architectural form.
SIZE AND SCALE
The overall mass of a new building or addition should convey a sense of human scale. A
new building will be respectful of the current size and scale of the historic building(s) within
the district. New construction shall appear similar in height and width to the historic building
and maintain the current views of the house. New construction should not overpower any of
the existing historic buildings on the site. New accessory structures on the site shall not be
taller than the house.
ROOFLINE
The roofline of any new construction in the district should match as closely as possible the
gabled form and pitch of the roof of the house.
MATERIALS
Exterior materials used on new construction should be the same as those found on the
historic house, namely stone. Materials should be used in the design such that the new
construction is distinguishable from the old but still visually compatible with the historic
structure(s) in the district.
DOORS AND WINDOWS
Doors and windows in new construction should be compatible with doors and windows of
existing historic structures on the site in terms of size, scale, proportion, materials, spacing,
and orientation.
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GUIDELINES FOR ADDITIONS
Additions are permitted on the north side of the house, provided that they are designed according to the above guidelines for infill construction. No enclosed additions on the south,
east, or west sides shall be permitted, but the guidelines allow for the addition of a porch or terrace on the east side. Additions must be compatible in character (both design and materials) with the existing house. The roof of any new construction should be of the same pitch as the
roof on the original house. SITE DEVELOPMENT AND LANDSCAPING
Walls and Fences:
No specific stipulations for the construction of new walls or fences are set forth in these guidelines. Owners of the property shall follow all other City regulations and permitting requirements pertaining to walls and fences. However, it is encouraged that historic stone retaining walls surrounding landscaping beds be preserved.
Trees and Landscaping
RECOMMENDED:
1. Mature trees shall be protected and retained. A mature tree shall be defined as follows: a) a shade tree with a trunk at least 12-inches in diameter,
b) an ornamental tree with a trunk at least 4-inches in diameter or fifteen feet in height, or c) an evergreen tree with a trunk at least 8-inches in diameter or fifteen feet in height.
2. Landscaping in front of house apart from trees may be removed and replaced as desired, as long as it does not obscure the visibility of historic facades from the public right of way. NOT RECOMMENDED: 1. Removal of mature trees. 2. Removal of other existing landscape features without prompt replacement of those features with similar elements.
Subdivision
Subdivision of the existing property is discouraged under the guidelines, as the existing size of
the parcel is essential to the character of the property. Any proposal to subdivide the property
shall require a Certificate of Appropriateness.
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RECOMMENDED:
1. Maintaining existing size of parcels and boundaries NOT RECOMMENDED:
1. Subdividing the existing parcels into smaller properties
Walkways and Automobile Areas
RECOMMENDED: 1. Changes to the course of walkways and driveways are not restricted under the design
guidelines, but it is suggested that any paving material be compatible with the historic character of the district.
NOT RECOMMENDED: 1. Significant increases in the surface area of the district covered by pavement.
PUBLIC INFRASTRUCTURE
EXEMPT FROM REVIEW AND APPROVAL (No Certificate of Appropriateness (COA) required):
Repaving of streets in the same manner and with the same materials as existing. Replacement of existing light poles and fixtures with new ones to match.
RECOMMENDED: 1. Maintain the current configuration of streets and sidewalks.
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2. New public street lights shall be compatible with the history of the historic area.
NOT RECOMMENDED: 1. Widening streets or sidewalks when there is a negative impact on the character of the historic area.
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APPENDIX I: PHOTOGRAPHS
Appendix 1, Figure 1: West façade
Appendix 1, Figure 2: North façade
25
Appendix 1, Figure 3: South façade
26
Appendix 1, Figure 4: East façade
27
Appendix 1, Figure 5: East façade
Appendix 1, Figure 6: Summer house
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Appendix 1, Figure 7: Carriage house
SPONSOR(s): Councilors Aasen, Hannon, Rider and Worrell
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on 11/1/2023 at 4:25 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
ORDINANCE NO. D-2696-23 1 2 AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, 3 ADDING CHAPTER 8, ARTICLE 4, SECTION 8-44 TO THE CARMEL CITY CODE 4 5 Synopsis: Establishes a speed limit of 20 miles per hour within roundabouts. 6
7
WHEREAS, the City of Carmel, Indiana, has the authority to establish motor vehicle speed limits 8
pursuant to Indiana Code § 9-21-5-6 and City Code Section 8-15; and 9
10 WHEREAS, for the safety of the travelling public, the Common Council now finds it necessary to 11 establish a speed limit of twenty (20) miles per hour within City roundabouts. 12 13
NOW, THEREFORE, BE IT ORDAINED, by the Common Council of the City of Carmel, 14
Indiana, as follows: 15 16 Section 1. The foregoing Recitals are fully incorporated herein by this reference. 17 18
Section 2. Carmel City Code Chapter 8, Article 4, Section 8-44 is hereby added to the Carmel City 19
Code to read as follows: 20 21 Ҥ 8-44 Twenty m.p.h. Speed Limit Within Roundabouts. 22 23
No person shall drive a motor vehicle in excess of twenty (20) miles per hour within a 24
roundabout.” 25 26 Section 3. The Carmel Street Department is directed to promptly add the appropriate signage to 27 fulfill the mandates contained in this Ordinance upon its passage. 28 29 Section 4. All prior ordinances or parts thereof inconsistent with any provision of this Ordinance 30 are hereby repealed, to the extent of such inconsistency only, as of the effective date of this Ordinance. 31 However, the repeal or amendment by this Ordinance of any other ordinance does not affect any rights or 32
liabilities accrued, penalties incurred or proceedings begun prior to the effective date of this Ordinance. 33 Those rights, liabilities and proceedings are continued and penalties shall be imposed and enforced under 34 such repealed or amended ordinance as if this Ordinance had not been adopted. 35 36 Section 5. If any portion of this Ordinance is for any reason declared to be unconstitutional or 37
invalid, such decision shall not affect the validity of the remaining portions of this Ordinance so long as 38 enforcement of same can be given the same effect. 39 40 Section 6. This Ordinance shall be in full force and effect from and after the date of its passage, 41 execution by the Mayor, and publication as required by law. 42
43
44 45 Ordinance D-2696-23 46 Page One of Two 47
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SPONSOR(s): Councilors Aasen, Hannon, Rider and Worrell
This Ordinance was prepared by Jon Oberlander, Corporation Counsel, on 11/1/2023 at 4:25 p.m. No subsequent revision to this Ordinance has been reviewed by Mr. Oberlander for legal sufficiency or otherwise.
PASSED, by the Common Council of the City of Carmel, Indiana, this ____ day of ________, 2023, 49 by a vote of _____ ayes and _____ nays. 50 51 COMMON COUNCIL FOR THE CITY OF CARMEL 52 53 54 ___________________________________ 55 Jeff Worrell, President Laura Campbell, Vice-President 56
57 ___________________________________ ____________________________________ 58 Kevin Rider Sue Finkam 59 60 ___________________________________ ____________________________________ 61
Anthony Green Adam Aasen 62 63 ___________________________________ ___________________________________ 64 Tim Hannon Miles Nelson 65
66
___________________________________ 67 Teresa Ayers 68 69 ATTEST: 70
71
__________________________________ 72 Sue Wolfgang, Clerk 73 74 Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of 75
_________________________ 2023, at _______ __.M. 76
77 ____________________________________ 78 Sue Wolfgang, Clerk 79 80
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of 81
________________________ 2023, at _______ __.M. 82 83 ____________________________________ 84 James Brainard, Mayor 85
ATTEST: 86
87 ___________________________________ 88 Sue Wolfgang, Clerk 89 90
Ordinance D-2696-23 91
Page Two of Two 92 93